Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 13, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Entity File Number | 001-35366 | |
Entity Registrant Name | Fortress Biotech, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-5157386 | |
Entity Address, Address Line One | 2 Gansevoort Street, 9th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10014 | |
City Area Code | 781 | |
Local Phone Number | 652-4500 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001429260 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock | |
Trading Symbol | FBIO | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 97,319,238 | |
9.375% Series A Cumulative Redeemable Perpetual Preferred Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 9.375% SeriesĀ A Cumulative Redeemable Perpetual Preferred Stock | |
Trading Symbol | FBIOP | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 3,427,138 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 289,897 | $ 233,351 |
Accounts receivable, net | 19,439 | 19,349 |
Inventory | 2,291 | 1,404 |
Other receivables - related party | 849 | 744 |
Prepaid expenses and other current assets | 5,517 | 6,723 |
Total current assets | 317,993 | 261,571 |
Property and equipment, net | 12,291 | 11,923 |
Operating lease right-of-use asset, net | 20,072 | 20,487 |
Restricted cash | 1,645 | 1,645 |
Long-term investment, at fair value | 23,479 | 17,566 |
Intangible asset, net | 14,442 | 14,629 |
Other assets | 1,121 | 1,013 |
Total assets | 391,043 | 328,834 |
Current liabilities | ||
Accounts payable and accrued expenses | 39,181 | 40,674 |
Deferred revenue | 7,200 | 0 |
Income taxes payable | 136 | 136 |
Operating lease liabilities - short-term | 1,840 | 1,849 |
Partner company note payable, short-term | 5,463 | 5,300 |
Total current liabilities | 53,820 | 47,959 |
Notes payable, long-term (net of debt discount of $8,014 and $8,323 at March 31, 2021 and December 31, 2020, respectively) | 51,986 | 51,677 |
Operating lease liabilities, long-term | 22,447 | 22,891 |
Partner company note payable, long-term | 5,613 | 7,359 |
Partner company share-settled notes, long-term | 10,687 | 0 |
Partner company derivative warrant liability | 362 | 0 |
Other long-term liabilities | 1,903 | 1,949 |
Total liabilities | 146,818 | 131,835 |
Commitments and contingencies | ||
Stockholders' equity | ||
Cumulative redeemable perpetual preferred stock, $.001 par value, 15,000,000 authorized, 5,000,000 designated Series A shares, 3,427,138 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively, liquidation value of $25.00 per share | 3 | 3 |
Common stock, $.001 par value, 150,000,000 shares authorized, 97,263,054 and 94,877,492 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 97 | 95 |
Additional paid-in-capital | 597,384 | 583,000 |
Accumulated deficit | (491,582) | (482,760) |
Total stockholders' equity attributed to the Company | 105,902 | 100,338 |
Non-controlling interests | 138,323 | 96,661 |
Total stockholders' equity | 244,225 | 196,999 |
Total liabilities and stockholders' equity | $ 391,043 | $ 328,834 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Condensed Consolidated Balance Sheets | ||
Debt Instrument, Unamortized Discount, Noncurrent | $ 8,014 | $ 8,323 |
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 15,000,000 | 15,000,000 |
Preferred Stock shares designated | 5,000,000 | 5,000,000 |
Preferred Stock, shares issued | 3,427,138 | 3,427,138 |
Preferred Stock, shares outstanding | 3,427,138 | 3,427,138 |
Preferred Stock, liquidation preference per share | $ 25 | $ 25 |
Common Stock, par value | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 150,000,000 | 150,000,000 |
Common Stock, shares issued | 97,263,054 | 94,877,492 |
Common Stock, shares outstanding | 97,263,054 | 94,877,492 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | ||
Product revenue, net | $ 10,719 | $ 11,946 |
Collaboration revenue | 800 | 0 |
Revenue - related party | 68 | 972 |
Net revenue | 11,587 | 12,918 |
Operating expenses | ||
Cost of goods sold - product revenue | 3,908 | 3,810 |
Research and development | 20,028 | 14,867 |
Research and development - licenses acquired | 126 | 250 |
Selling, general and administrative | 17,542 | 15,519 |
Total operating expenses | 41,604 | 34,446 |
Loss from operations | (30,017) | (21,528) |
Other income (expense) | ||
Interest income | 227 | 627 |
Interest expense and financing fee | (2,189) | (3,125) |
Change in fair value of investments | 5,913 | 0 |
Change in fair value of derivative liability | 0 | (42) |
Total other income (expense) | 3,951 | (2,540) |
Net loss | (26,066) | (24,068) |
Less: net loss attributable to non-controlling interests | 17,244 | 11,698 |
Net loss attributable to common stockholders | $ (8,822) | $ (12,370) |
Net loss per common share - basic and diluted | $ (0.32) | $ (0.38) |
Net loss per common share attributable to non - controlling interests - basic and diluted | (0.21) | (0.18) |
Net loss per common share attributable to common stockholders - basic and diluted | $ (0.11) | $ (0.19) |
Weighted average common shares outstanding - basic and diluted | 80,851,671 | 63,496,256 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Stockholders' Equity - USD ($) $ in Thousands | Series A PerpetualPreferred Stock [Member] | Common Stock [Member] | Shares Issuable [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Non-Controlling Interests [Member] | Total |
Balance at Dec. 31, 2019 | $ 1 | $ 74 | $ 500 | $ 461,874 | $ (436,234) | $ 46,317 | $ 72,532 | |
Balance (in shares) at Dec. 31, 2019 | 1,341,167 | 74,027,425 | ||||||
Stock-based compensation expense | 3,400 | 3,400 | ||||||
Issuance of common stock related to equity plans | $ 2 | (2) | ||||||
Issuance of common stock related to equity plans (in shares) | 1,952,407 | |||||||
Preferred A dividends declared and paid | (1,207) | (1,207) | ||||||
Partner company's at-the-market offering, net | 4,910 | 4,910 | ||||||
Issuance of common stock for at-the-market offering, net | $ 3 | 5,877 | 5,880 | |||||
Issuance of common stock for at-the-market offering, net (in shares) | 2,341,000 | |||||||
Repurchase of Series A preferred stock, net | $ (70) | (2) | (72) | |||||
Repurchase of Series A preferred stock (in shares) | (5,000) | |||||||
Issuance of Series A preferred stock for cash, net | $ 1 | 13,066 | 13,067 | |||||
Issuance of Series A preferred stock for cash, net (in shares) | 718,750 | |||||||
Issuance of common stock under partner company's ESPP | 169 | 169 | ||||||
Partner company's exercise of warrants for cash | 13 | 13 | ||||||
Common shares issued for 2017 Subordinated Note Financing interest expense | (500) | 500 | ||||||
Common shares issued for 2017 Subordinated Note Financing interest expense (in shares) | 251,337 | |||||||
Common shares issuable for 2017 Subordinated Note Financing interest expense | 506 | 506 | ||||||
Non-controlling interest in partner companies | (3,438) | 3,438 | ||||||
Net loss attributable to non-controlling interest | (11,698) | (11,698) | ||||||
Net loss attributable to common stockholders | (12,370) | (12,370) | ||||||
Common shares issuable for 2019 Notes interest expense | 155 | 155 | ||||||
Balance at Mar. 31, 2020 | $ 2 | $ 79 | 661 | (70) | 485,160 | (448,604) | $ 38,057 | 75,285 |
Balance (in shares) at Mar. 31, 2020 | 2,054,917 | 78,572,169 | ||||||
Balance at Dec. 31, 2020 | $ 3 | $ 95 | 583,000 | (482,760) | 96,661 | 196,999 | 196,999 | |
Balance (in shares) at Dec. 31, 2020 | 3,427,138 | 94,877,492 | ||||||
Stock-based compensation expense | 3,773 | 3,773 | ||||||
Issuance of common stock related to equity plans | $ 2 | (2) | ||||||
Issuance of common stock related to equity plans (in shares) | 2,385,562 | |||||||
Preferred A dividends declared and paid | (2,007) | (2,007) | ||||||
Partner company's at-the-market offering, net | 71,422 | 71,422 | ||||||
Partner company's exercise of options for cash | 7 | 7 | ||||||
Issuance of common stock under ESPP | 158 | 158 | ||||||
Partner company's dividends declared and paid | $ (187) | (187) | ||||||
Issuance of partner company's common shares for research and development expenses | 126 | |||||||
Issuance of common stock for research and development expenses (in shares) | 126,000 | |||||||
Non-controlling interest in partner companies | $ (58,906) | 58,906 | ||||||
Net loss attributable to non-controlling interest | (17,244) | (17,244) | ||||||
Net loss attributable to common stockholders | (8,822) | (8,822) | (8,822) | |||||
Balance at Mar. 31, 2021 | $ 3 | $ 97 | $ 597,384 | $ (491,582) | $ 138,323 | $ 244,225 | $ 244,225 | |
Balance (in shares) at Mar. 31, 2021 | 3,427,138 | 97,263,054 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (26,066) | $ (24,068) |
Reconciliation of net loss to net cash used in operating activities: | ||
Depreciation expense | 603 | 527 |
Bad debt expense | 70 | 0 |
Amortization of debt discount | 309 | 747 |
Non-cash interest | 221 | 150 |
Amortization of product revenue license fee | 584 | 355 |
Amortization of operating lease right-of-use assets | 415 | 403 |
Stock-based compensation expense | 3,773 | 3,400 |
Issuance of partner company's common shares for research and development expenses | 126 | 0 |
Common shares issuable for 2017 Subordinated Note Financing interest expense | 0 | 506 |
Common shares issuable for 2019 Notes interest expense | 0 | 155 |
Change in fair value of derivative liability | 0 | 42 |
Change in fair value of investment | (5,913) | 0 |
Research and development-licenses acquired, expense | 0 | 250 |
Increase (decrease) in cash and cash equivalents resulting from changes in operating assets and liabilities: | ||
Accounts receivable | (160) | (2,271) |
Inventory | (887) | 88 |
Other receivables - related party | (105) | (888) |
Prepaid expenses and other current assets | 1,206 | (393) |
Other assets | (108) | (195) |
Accounts payable and accrued expenses | (2,457) | (612) |
Accounts payable and accrued expenses - related party | 0 | 13 |
Interest payable | 0 | 39 |
Interest payable - related party | 0 | (39) |
Deferred revenue | 7,200 | 0 |
Lease liabilities | (453) | (54) |
Other long-term liabilities | (46) | (47) |
Net cash used in operating activities | (21,688) | (21,892) |
Cash Flows from Investing Activities: | ||
Purchase of research and development licenses | 0 | (1,250) |
Purchase of property and equipment | (458) | (526) |
Net cash used in investing activities | (458) | (1,776) |
Cash Flows from Financing Activities: | ||
Payment of Series A perpetual preferred stock dividends | (2,007) | (1,207) |
Purchase of treasury stock | 0 | (70) |
Payment of costs related to purchase of treasury stock | 0 | (2) |
Proceeds from issuance of Series A perpetual preferred stock | 0 | 14,375 |
Payment of costs related to issuance of Series A perpetual preferred stock | 0 | (1,213) |
Proceeds from issuance of common stock for at-the-market offering | 0 | 6,068 |
Payment of costs related to issuance of common stock for at-the-market offering | 0 | (188) |
Proceeds from partner companies' ESPP | 158 | 169 |
Partner company's dividends declared and paid | (187) | 0 |
Payment of costs related to partner companies' sale of stock | 0 | (69) |
Proceeds from partner companies' at-the-market offering | 72,947 | 4,997 |
Payment of costs related to partner companies' at-the-market offering | (1,584) | (87) |
Payment of costs related to partner company's preferred stock offering | (13) | 0 |
Proceeds from exercise of partner company's warrants | 0 | 13 |
Proceeds from exercise of partner company's options | 7 | 0 |
Repayment of partner company note payable | (1,800) | 0 |
Proceeds from partner company convertible preferred shares | 12,537 | 0 |
Payment of debt issuance costs associated with partner company convertible preferred shares | (1,353) | 0 |
Net cash provided by financing activities | 78,692 | 22,753 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 56,546 | (915) |
Cash and cash equivalents and restricted cash at beginning of period | 234,996 | 153,432 |
Cash and cash equivalents and restricted cash at end of period | 291,542 | 152,517 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 1,670 | 1,609 |
Supplemental disclosure of non-cash financing and investing activities: | ||
Settlement of restricted stock units into common stock | 2 | 2 |
Common shares issued from 2017 Subordinated Note Financing interest expense | 0 | 500 |
Unpaid fixed assets | 545 | 540 |
Partner company's unpaid intangible assets | 400 | 0 |
Unpaid debt offering cost | 0 | 8 |
Unpaid partner company's offering cost | 135 | 0 |
Partner company derivative warrant liability associated with partner company convertible preferred shares | 362 | 0 |
Unpaid at-the-market offering cost | 0 | 6 |
Unpaid partner company's at-the-market offering cost | 25 | 0 |
Unpaid Series A perpetual preferred stock offering cost | 0 | 98 |
Unpaid research and development licenses acquired | 0 | 350 |
Oaktree Note [Member] | ||
Reconciliation of net loss to net cash used in operating activities: | ||
Amortization of debt discount | 4,400 | |
Cash Flows from Financing Activities: | ||
Payment of debt issuance costs | (13) | 0 |
2018 Venture Notes [Member] | ||
Cash Flows from Financing Activities: | ||
Payment of debt issuance costs | $ 0 | $ (7) |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization and Description of Business | |
Organization and Description of Business | 1. Organization and Description of Business Fortress Biotech, Inc. (āFortressā or the āCompanyā) is a biopharmaceutical company dedicated to acquiring, developing and commercializing pharmaceutical and biotechnology products and product candidates, which the Company does at the Fortress level, at its majority-owned and majority-controlled subsidiaries and joint ventures, and at entities the Company founded and in which it maintains significant minority ownership positions. Fortress has a talented and experienced business development team, comprised of scientists, doctors and finance professionals, who identify and evaluate promising products and product candidates for potential acquisition by new or existing partner companies. Fortress through its partner companies has executed such arrangements in partnership with some of the worldās foremost universities, research institutes and pharmaceutical companies, including City of Hope National Medical Center, Fred Hutchinson Cancer Research Center, St. Jude Childrenās Research Hospital, Dana-Farber Cancer Institute, Nationwide Childrenās Hospital, Cincinnati Childrenās Hospital Medical Center, Columbia University, the University of Pennsylvania, and AstraZeneca plc. Following the exclusive license or other acquisition of the intellectual property underpinning a product or product candidate, Fortress leverages its business, scientific, regulatory, legal and financial expertise to help the partners achieve their goals. Partner companies then assess a broad range of strategic arrangements to accelerate and provide additional funding to support research and development, including joint ventures, partnerships, out-licensings, and public and private financings. To date, three partner companies are publicly-traded, and three have consummated strategic partnerships with industry leaders Alexion Pharmaceuticals, Inc., InvaGen Pharmaceuticals, Inc. (āInvaGenā) (a subsidiary of Cipla Limited) and Sentynl Therapeutics, Inc. (āSentynlā). Several of our partner companies possess licenses to product candidate intellectual property, including Aevitas Therapeutics, Inc. (āAevitasā), Avenue Therapeutics, Inc. (āAvenueā), Baergic Bio, Inc. (āBaergicā), Caelum Biosciences, Inc. (āCaelumā), Cellvation, Inc. (āCellvationā), Checkpoint Therapeutics, Inc. (āCheckpointā), Cyprium Therapeutics, Inc. (āCypriumā), FBIO Acquisition Corp. VIII, Helocyte, Inc. (āHelocyteā), Journey Medical Corporation (āJourneyā or āJMCā), Mustang Bio, Inc. (āMustangā) and Oncogenuity, Inc. (āOncogenuityā). Liquidity and Capital Resources Since inception, the Companyās operations have been financed primarily through the sale of equity and debt securities, from the sale of partner companies, and the proceeds from the exercise of warrants and stock options. The Company has incurred losses from operations and negative cash flows from operating activities since inception and expects to continue to incur substantial losses for the next several years as it continues to fully develop and prepare regulatory filings and obtain regulatory approvals for its existing and new product candidates. The Companyās current cash and cash equivalents are sufficient to fund operations for at least the next 12 months. However, the Company will need to raise additional funding through strategic relationships, public or private equity or debt financings, sale of a partner company, grants or other arrangements to fully develop and prepare regulatory filings and obtain regulatory approvals for the existing and new product candidates, fund operating losses, and, if deemed appropriate, establish or secure through third parties manufacturing for the potential products, sales and marketing capabilities. If such funding is not available or not available on terms acceptable to the Company, the Companyās current development plan and plans for expansion of its general and administrative infrastructure may be curtailed. The Company also has the ability, subject to limitations imposed by Rule 144 of the Securities Act of 1933 and other applicable laws and regulations, to raise money from the sale of common stock of the public companies in which it has ownership positions. In addition to the foregoing, the Company does not expect any material impact on its development timelines, revenue levels and its liquidity due to the worldwide spread of COVID-19. However, the Company is continuing to assess the impact the spread of COVID-19 may have on its operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (āGAAPā) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Certain information and footnote disclosures normally included in the Companyās annual financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statement results are not necessarily indicative of results to be expected for the full fiscal year or any future period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the unaudited condensed consolidated financial statements have read or have access to the audited financial statements for the preceding fiscal year for each of Avenue, Checkpoint and Mustang. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the Companyās Form 10-K, which was filed with the United States Securities and Exchange Commission (āSECā) on March 31, 2021, from which the Company derived the balance sheet data at December 31, 2020, as well as Checkpointās Form 10-K, filed with the SEC on March 12, 2021, Mustangās Form 10-K, filed with the SEC on March 24, 2021, and Avenueās Form 10-K, filed with the SEC on March 31, 2021. The Companyās unaudited condensed consolidated financial statements include the accounts of the Companyās subsidiaries. For consolidated entities where the Company owns less than 100% of the subsidiary, the Company records net loss attributable to non-controlling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. The Company also consolidates subsidiaries in which it owns less than 50% of the subsidiary but maintains voting control. The Company continually assesses whether changes to existing relationships or future transactions may result in the consolidation or deconsolidation of partner companies. The preparation of the Companyās unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Use of Estimates The Companyās unaudited condensed consolidated financial statements include certain amounts that are based on managementās best estimates and judgments. The Companyās significant estimates include, but are not limited to, useful lives assigned to long-lived assets, fair value of stock options and warrants, stock-based compensation, common stock issued to acquire licenses, investments, accrued expenses, provisions for income taxes, and contingencies. Due to the uncertainty inherent in such estimates, actual results may differ from these estimates. Significant Accounting Policies There have been no material changes in the Companyās significant accounting policies to those previously disclosed in the 2020 Annual Report, other than the accounting for partner company convertible preferred shares and sequencing. Partner Company Convertible Preferred Shares The Journey 8% Cumulative Convertible Class A Preferred Stock (āJourney Preferred Stockā) includes settlement features that result in liability classification. The initial carrying value of the Journey Preferred Stock is accreted to the expected settlement value, a fixed monetary amount to be settled by issuing a variable number of Journey common shares. The discount to the settlement value is accreted to interest expense using the effective interest method. Sequencing ā On March 31, 2021, the Company adopted a sequencing policy under accounting Standards Codification (āASCā) 815-40-35 Derivatives and Hedging Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, ā Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2020-06, ā Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entityās Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entityās Own Equity ,ā which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption will be permitted. The Company is currently evaluating the impact of this standard on its financial statements. In June 2016, the FASB issued ASU 2016-13, āFinancial Instruments ā Credit Lossesā . The ASU sets forth a ācurrent expected credit lossā (CECL) model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. Recently, the FASB issued the final ASU to delay adoption for smaller reporting companies to calendar year 2023. The Company is currently assessing the impact of the adoption of this ASU on its condensed consolidated financial statements. |
Collaboration and Stock Purchas
Collaboration and Stock Purchase Agreements | 3 Months Ended |
Mar. 31, 2021 | |
Collaboration and Stock Purchase Agreements | |
Collaboration and Stock Purchase Agreements | 3. Collaboration and Stock Purchase Agreements Cyprium Agreement with Sentynl Therapeutics, Inc. (āSentynlā) On February 24, 2021, Cyprium entered into an asset purchase agreement with Sentynl. Pursuant to the terms of the agreement, Sentynl paid Cyprium an upfront fee of $8.0 million specifically earmarked to complete the CUTX-101 development program for the treatment of Menkes disease, through the filing of Cypriumās New Drug Application (āNDAā) with the U.S. Food and Drug Administration (āFDAā). As further compensation, Cyprium will receive an additional $12.0 million to be paid (i) $3.0 million upon NDA acceptance by the FDA and (ii) $9.0 million upon FDA approval of the NDA and transfer of CUTX-101 to Sentynl. The Company will recognize revenue associated with these future milestones based upon achievement. At March 31, 2021, none of these future milestones were deemed probable. ā Upon the transfer of CUTX-101 to Sentynl, Cyprium is eligible to earn an additional five potential sales milestones totaling $255.0 million in addition to royalties on CUTX-101 net sales ranging from mid-single digits up to the mid-twenties. Cyprium will retain 100% ownership over any FDA priority review voucher that may be issued at NDA approval for CUTX-101. ā The Company determined that this agreement falls within the scope of ASC 606-10-15-3 Revenue from Contracts with Customers ASC 808-10-15-5A Revenue from Collaborative Arrangements ā In connection with the $8.0 million upfront payment at March 31, 2021, the Company will recognize revenue using an input method based upon the costs incurred to date to the total estimated costs to complete the development activities. Accordingly, the Company will recognize revenue over the period in which the development activities are expected to occur. For the three month period ending March 31, 2021, the company recognized revenue of $0.8 million. No revenue was recognized in connection with this agreement in 2020. ā Avenue Agreement with InvaGen On November 12, 2018, Avenue entered into a Stock Purchase and Merger Agreement (the āAvenue SPMAā) with InvaGen Pharmaceuticals Inc. (āInvaGenā), and Madison Pharmaceuticals Inc. (the āMerger Subā), under which Avenue would be sold to InvaGen in a two-stage transaction. The first stage of the strategic transaction between InvaGen and Avenue closed in February 2019. InvaGen acquired approximately 5.8 million shares of Avenueās common stock at $6.00 per share for total gross consideration of $35.0 million, representing a 33.3% stake in Avenueās capital stock on a fully diluted basis (the āStock Purchase Transactionā). At the second stage closing, InvaGen would acquire the remaining shares of Avenueās common stock, for $180 million, pursuant to a reverse triangular merger (the āMerger Transactionā). ā Consummation of the Merger Transaction is conditioned upon, among other things, U.S. Federal Drug Administration (āFDAā) approval of IV Tramadol, its labeling and scheduling, and the absence of certain other restrictions in effect with respect to IV Tramadol. Pursuant to the Avenue SPMA, if FDA approval of IV Tramadol was not obtained on or before April 30, 2021, InvaGen would not be subject to the mandatory closing obligations set forth in the Avenue SPMA with respect to the Merger Transaction. As of the date of this report, Avenue has not received approval from the FDA for IV Tramadol. As a result, InvaGen is no longer subject to the mandatory closing obligations under the Avenue SPMA, but retains an option to complete the Merger Transaction until October 31, 2021, and also retains the option to terminate the Avenue SPMA. ā In the event that InvaGen does not exercise its right to terminate the Avenue SPMA, certain restrictions relating to Avenueās ability to raise capital and explore strategic alternatives, among other things, could exist through October 31, 2021, the time at which Avenue can choose to terminate the Avenue SPMA. In the event of termination of the Avenue SPMA, InvaGen will retain certain other rights pursuant to the Stockholderās Agreement entered into on November 12, 2018 between Avenue and InvaGen. These rights exist as long as InvaGen maintains at least 75% of the common shares acquired in the Stock Purchase Transaction, and include, among other things, the right to restrict Avenue from certain equity issuances and changes to Avenueās capital stock without obtaining InvaGenās prior written consent. ā Subject to the terms and conditions described in the Avenue SPMA, InvaGen may also (in its sole discretion) provide interim financing to Avenue in an amount of up to $7.0 million during the time period between the Stock Purchase Transaction (which occurred on February 8, 2019) and the Merger Transaction. Any amounts drawn on the interim financing would be deducted from the aggregate consideration payable to the Avenue stockholders by virtue of the Merger Transaction. There have been no amounts drawn upon this interim financing as of March 31, 2021. ā ā Over the past several months, Avenue has communicated with InvaGen relating to InvaGenās assertions that Material Adverse Effects (as defined in the Avenue SPMA) have occurred due to the impact of the COVID-19 pandemic on potential commercialization and projected sales of IV Tramadol. Additionally, in connection with the resubmission of Avenueās NDA in February 2021, InvaGen communicated to Avenue that it believes the proposed label for IV Tramadol would also constitute a Material Adverse Effect (as defined in the Avenue SPMA) on the purported basis that the proposed label under certain circumstances would make the product commercially unviable. InvaGen has communicated to Avenue its desire to consider all options on the proposed merger, including the option to not consummate the merger. Since Avenue did not receive FDA approval for IV Tramadol by April 30, 2021, these assertions have no impact as to whether InvaGen is obligated to close the Avenue SPMA, because, as discussed above, InvaGen no longer has such an obligation. As a result, the possible timing and likelihood of the completion of the merger are uncertain.There can be no assurance that the Merger Transaction will be completed on the expected terms, anticipated schedule, or at all. It is also possible InvaGen could attempt to pursue monetary claims against Avenue and/or Fortress. ā Avenue is not yet generating revenue, has incurred substantial operating losses since its inception and expects to continue to incur significant operating losses for the foreseeable future as it executes on its product development plan and may never become profitable. As of March 31, 2021, Avenue had an accumulated deficit of $74.3 million. On October 12, 2020, Avenue announced that it had received a Complete Response Letter (āCRLā) from the FDA regarding the Companyās NDA for IV Tramadol. The CRL cited deficiencies related to the terminal sterilization validation and stated that IV Tramadol, intended to treat patients in acute pain who require an opioid, is not safe for the intended patient population. On February 12, 2021, Avenue resubmitted its NDA to the FDA for IV Tramadol. The NDA resubmission follows the receipt of official minutes from a Type A meeting with the FDA. The resubmission included revised language relating to the proposed product label and a report relating to terminal sterilization validation. The FDA assigned a Prescription Drug User Fee Act goal date of April 12, 2021 and informed Avenue that it had not yet completed its review of the NDA resubmission. Avenueās ability to potentially commercialize IV Tramadol, and the timing of any potential commercialization, are dependent on the FDAās review of Avenueās resubmission of its NDA for IV Tramadol, whether or not the FDA ultimately approves IV Tramadol, and potentially on whether or not Avenue procures additional capital. ā As of March 31, 2021, Avenue had cash and cash equivalents of $1.8 million. In the event that IV Tramadol is approved by the FDA, this triggers an obligation by Avenue to make $5.0 million in contractual milestone payments, for which Avenue currently does not have sufficient funding. In the event that IV Tramadol is not approved by the FDA, Avenue believes that its cash and cash equivalents should be sufficient to fund its operating expenses only through the end of the second quarter of 2021. Avenue will need to secure additional funds through equity or debt offerings, or other potential sources. Avenue cannot be certain that additional funding will be available on acceptable terms, or at all. These factors individually and collectively raise substantial doubt about Avenueās ability to continue as a going concern within one year from the date of this report. ā In light of the foregoing, it may be necessary at some point for Avenue to seek protection under Chapter 11 of the United States Bankruptcy Code, which could have a material adverse impact on Avenueās business, financial condition, operations and could place its shareholders at significant risk of losing all of their investment. In any such Chapter 11 proceeding, may seek to restructure its obligations or commence an orderly wind-down of its operations and sale of its assets, in either event, holders of equity interests could receive or retain little or no recovery. We also note that the process of exploring refinancing or restructuring alternatives, including those under Chapter 11, may be disruptive to business and operations. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property and Equipment | |
Property and Equipment | 4. Property and Equipment Fortressā property and equipment consisted of the following: ā ā ā ā ā ā ā ā ā ā ā ā Useful Life March 31, December 31, ($ in thousands) ā (Years) ā 2021 ā 2020 ā ā (Unaudited) Computer equipment ā 3 ā $ 663 ā $ 663 Furniture and fixtures ā 5 ā 1,211 ā 1,199 Machinery & equipment ā 5 ā 5,748 ā 5,748 Leasehold improvements ā 2 15 ā 10,580 ā 10,580 Construction in progress 1 ā N/A ā 1,458 ā 499 Total property and equipment ā ā ā ā 19,660 ā 18,689 Less: Accumulated depreciation ā ā ā ā (7,369) ā (6,766) Property and equipment, net ā ā ā ā $ 12,291 ā $ 11,923 ā Note 1: Relates to the Mustang cell processing facility. Fortress' depreciation expense for the three months ended March 31, 2021 and 2020 was approximately $0.6 million and $0.5 million, respectively, and was recorded in both research and development expense and general and administrative expense in the Condensed Consolidated Statement of Operations. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Measurements | |
Fair Value Measurements | 5. Fair Value Measurements Certain of the Companyās financial instruments are not measured at fair value on a recurring basis but are recorded at amounts that approximate their fair value due to their liquid or short-term nature, such as accounts payable, accrued expenses and other current liabilities. Fair Value of Caelum As of March 31, 2021, the Company valued its investment in Caelum in accordance with ASC Topic 820, Fair Value Measurements and Disclosures ā As of December 31, 2020, the Company valued its investment in Caelum in accordance with ASC Topic 820, Fair Value Measurements and Disclosures ā Journey Warrant Liability ā The fair value of Journeyās Contingently Issuable Warrants in connection with Journeyās preferred offering (see Note 10), was measured using a Monte Carlo simulation valuation methodology. A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring Journeyās warrant liability that are categorized within Level 3 of the fair value hierarchy as of March 2021 was as follows: ā ā ā ā ā ā March 31, 2021 ā Risk-free interest rate 0.92 % Expected dividend yield ā ā Expected term in years 1.5 ā Expected volatility 50 % Probability of issuance of the warrant 100 % ā The following tables classify into the fair value hierarchy of Fortressā financial instruments, measured at fair value as of March 31, 2021 and December 31, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of March 31, 2021 ($ in thousands) Level 1 Level 2 Level 3 Total Assets ā ā ā ā Fair value of investment in Caelum ā $ ā ā $ ā ā $ 23,479 ā $ 23,479 Total ā $ ā ā $ ā ā $ 23,479 ā $ 23,479 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of March 31, 2021 ($ in thousands) Level 1 Level 2 Level 3 Total Liabilities ā ā ā ā Warrant liabilities $ ā $ ā $ 362 $ 362 Total $ ā $ ā $ 362 $ 362 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of December 31, 2020 ($ in thousands) Level 1 Level 2 Level 3 Total Assets ā ā ā ā Fair value of investment in Caelum ā $ ā ā $ ā ā $ 17,566 ā $ 17,566 Total ā $ ā ā $ ā ā $ 17,566 ā $ 17,566 ā The table below provides a roll-forward of the changes in fair value of Level 3 financial instruments as of March 31, 2021: ā ā ā ā ā ā ā ā ā ā Investment in ($ in thousands) Caelum Balance at December 31, 2020 ā $ 17,566 Change in fair value of investments ā ā 5,913 Balance at March 31, 2021 ā $ 23,479 ā ā ā ā ā Warrants ($ in thousands) liabilities Balance at December 31, 2020 $ ā Additions - partner company 362 Balance at March 31, 2021 $ 362 ā As of March 31, 2021, no transfers occurred between Level 1, Level 2, and Level 3 instruments. |
Licenses Acquired
Licenses Acquired | 3 Months Ended |
Mar. 31, 2021 | |
Licenses Acquired | |
Licenses Acquired | 6. Licenses Acquired In accordance with ASC 730-10-25-1, Research and Development ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ($ in thousands) 2021 2020 Partner companies: ā ā Mustang ā $ ā ā $ 250 Aevitas ā ā 25 ā ā ā FBIO Acquisition Corp VIII ā ā 101 ā ā ā Total ā $ 126 ā $ 250 ā Aevitas For the quarter ended March 31, 2021 and 2020, Aevitas recorded $25,000 and nil, respectively, in connection with its license agreement. FBIO Acquisition Corp VIII On November 25, 2020, FBIO Acquisition Corp. VIII entered into a license agreement with Fuji Yakuhin Co., LTD (āFujiā), a Japanese corporation, for the rights to develop Fujiās novel selective urate reabsorption inhibitor known as Dotinurad in the United States, United Kingdom, European Union and Canada. Mustang For the three months ended March 31, 2021 and 2020, Mustang recorded nil and $0.3 million, respectively, in connection with its license agreement with City of Hope (āCOHā). The $0.3 million represented a non-refundable milestone payment in connection with the twelfth patient treated in the Phase 1 clinical study of MB-103 at COH for the three months ended March 31, 2020. |
Sponsored Research and Clinical
Sponsored Research and Clinical Trial Agreements | 3 Months Ended |
Mar. 31, 2021 | |
Sponsored Research and Clinical Trial Agreements | |
Sponsored Research and Clinical Trial Agreements | 7. Sponsored Research and Clinical Trial Agreements Aevitas In 2018, Aevitas entered into a Sponsored Research Agreement (āSRAā) with the Trustees of the University of Pennsylvania (āUPenn SRAā), as amended in July 2019, for certain continued research and development activities related to the development of adeno-associated virus (āAAVā) gene therapies in complement-mediated diseases. Also in 2018, Aevitas entered into an SRA with the University of Massachusetts (āUMass SRAā), as amended in January 2020, for certain continued research and development activities related to the development of AAV. For the three months ended March 31, 2021 and 2020, Aevitas recorded the following expense in connection with its sponsored research and clinical trial agreements: ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 UMass SRA ā $ 248 ā $ ā UPenn SRA ā ā ā ā ā 281 Total ā $ 248 ā $ 281 ā Mustang For the three months ended March 31, 2021 and 2020, Mustang recorded the following expense in research and development for sponsored research and clinical trial agreements: ā ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 City of Hope National Medical Center ā $ ā ā $ 500 IL13RĪ±2 (MB-101) ā 514 ā 92 CD123 (MB-102) ā 205 ā 230 CS1 (MB-104) ā ā 175 ā ā ā HER2 (MB-103) ā ā 123 ā ā ā PSCA (MB-105) ā ā 50 ā ā ā Fred Hutchinson Cancer Research Center - CD20 (MB-106) ā ā 671 ā ā 527 St. Jude Children's Research Hospital - XSCID (MB-107) ā ā 104 ā ā ā Total ā $ 1,842 ā $ 1,349 ā City of Hope Sponsored Research Agreement In March 2015, in connection with Mustangās license with COH for the development of chimeric antigen receptor (āCARā) engineered T cell (āCAR Tā) technology, Mustang entered into a Sponsored Research Agreement in which Mustang will fund continued research in the amount of $2.0 million per year, payable in four equal annual installments, through the first quarter of 2020. The research covered under this arrangement is for the IL13RĪ±2-directed CAR T program (MB-101), the CD123-directed CAR T program (MB-102) and the Spacer technology. For the three months ended March 31, 2021 and 2020, Mustang recorded expense of nil and $0.5 million, respectively, in research and development expense in the Companyās Condensed Consolidated Statement of Operations. IL13RĪ±2 (MB-101) Clinical Research Support Agreements On February 17, 2017, Mustang entered into a Clinical Research Support Agreement for the IL13RĪ±2-directed CAR T program (the āIL13RĪ±2 GBM CRAā) with COH. Pursuant to the terms of this agreement Mustang made an upfront payment of approximately $9,300 and will contribute an additional $0.1 million per patient in connection with the on-going investigator-initiated study. Further, Mustang agreed to fund approximately $0.2 million over three years pertaining to the clinical development of the IL13RĪ±2-directed CAR T program. In October 2020, Mustang entered into a Clinical Research Support Agreement with COH for the IL13RĪ±2-directed CAR T program for adult patients with leptomeningeal glioblastoma, ependymoma or medulloblastoma (the āIL13RĪ±2 Leptomeningeal CRAā). Pursuant to the terms of the IL13RĪ±2 Leptomeningeal CRA, Mustang made an upfront payment of approximately $29,000 and will contribute an additional $0.1 million per patient in connection with the on-going investigator-initiated study. Further, the Company agreed to fund approximately $0.2 million annually pertaining to the clinical development of the IL13RĪ±2-directed CAR T program. For the three months ended March 31, 2021 and 2020, Mustang recorded approximately $0.5 million and $0.1 million, respectively, in research and development expense in the Companyās Condensed Consolidated Statement of Operations. CD123 (MB-102) Clinical Research Support Agreement On February 17, 2017, Mustang entered into a Clinical Research Support Agreement for the CD123-directed CAR T program. Pursuant to the terms of this agreement, Mustang made an upfront payment of approximately $20,000 and will contribute an additional $0.1 million per patient in connection with the on-going investigator-initiated study. Further, Mustang agreed to fund approximately $0.2 million over three years pertaining to the clinical development of the CD123-directed CAR T program. For the three months ended March 31, 2021 and 2020, Mustang recorded approximately $0.2 million and $0.2 million, respectively, in research and development expense in the Companyās Condensed Consolidated Statement of Operations. CS1(MB-104) Clinical Research and Support Agreement with COH In June 2020, Mustang entered into a clinical research and support agreement with COH in connection with an investigator-sponsored study conducted under an Institutional Review Board-approved, investigator-initiated protocol entitled: "Phase I Study to Evaluate Cellular Immunotherapy Using Memory-Enriched T Cells Lentivirally Transduced to Express a CS1-Targeting, Hinge-Optimized, 41BB-Costimulatory Chimeric Antigen Receptor and a Truncated EGFR Following Lymphodepleting Chemotherapy in Adult Patients with CS1+ Multiple Myeloma." The CAR T being studied under this protocol has been designated by Mustang as MB-104. Under the terms of the agreement Mustang paid COH $0.8 million during the three months ended March 31, 2020 for costs incurred and will reimburse COH for costs associated with this trial, when incurred, not to exceed $2.4 million. The agreement will expire upon the delivery of the final study report or earlier. Expense of $0.2 million and nil was incurred for the three months ended March 31, 2021 and 2020, respectively. HER2 (MB-103) Clinical Research Support Agreement In September 2020, Mustang entered into a clinical research support agreement with COH in connection with an investigator-sponsored study conducted under an Institutional Review Board-approved, investigator-initiated protocol entitled: āPhase I Study of Cellular Immunotherapy using Memory-Enriched T Cells Lentivirally Transduced to Express a HER2-Specific, Hinge-Optimized, 41BB-Costimulatory Chimeric Receptor and a Truncated CD19 for Patients with Recurrent/Refractory Malignant Glioma.ā The CAR T being studied under this protocol has been designated as MB-103. Under the terms of the agreement Mustang paid COH approximately $29,000 upon execution and will reimburse COH for costs associated with this trial not to exceed $3.0 million. The agreement will expire upon the delivery of a final study report or earlier. For the three months ended March 31, 2021 and 2020, Mustang recorded $0.1 million and nil, respectively, in research and development expense in the Companyās Condensed Consolidated Statement of Operations pursuant to this agreement. PSCA (MB-105) Clinical Research Support Agreement In October 2020, Mustang entered into a clinical research support agreement with COH in connection with an investigator-sponsored study conducted under an Institutional Review Board-approved, investigator-initiated protocol entitled: āA Phase 1b study to evaluate PSCA-specific chimeric antigen receptor (CAR)-T cells for patients with metastatic castration resistant prostate cancer.ā The CAR T being studied under this protocol has been designated as MB-105. Under the terms of the agreement Mustang paid COH $33,000 upon execution and will reimburse COH for costs associated with this trial not to exceed $2.3 million. The agreement will expire upon the delivery of a final study report or earlier. For the three months ended March 31, 2021 and 2020, Mustang recorded $0.1 million and nil, respectively, in research and development expense in the Companyās Condensed Consolidated Statement of Operations pursuant to this agreement. CD20 (MB-106) Clinical Trial Agreement with Fred Hutchinson Cancer Research Center On July 3, 2017, in conjunction with the CD20 Technology License from Fred Hutchinson Cancer Research Center (āFred Hutchā), Mustang entered into an investigator-initiated clinical trial agreement (āCD20 CTAā) to provide partial funding for a Phase 1/2 clinical trial at Fred Hutch evaluating the safety and efficacy of the CD20 Technology in patients with relapsed or refractory B-cell non-Hodgkin lymphomas. In connection with the CD20 CTA, Mustang agreed to fund up to $5.3 million of costs associated with the clinical trial, which commenced during the fourth quarter of 2017. In November 2020, the CD20 CTA was amended to include additional funding of approximately $0.8 million for the treatment of five patients with chronic lymphocytic leukemia. For the three months ended March 31, 2021 and 2020, Mustang recorded $0.7 million and $0.5 million of expense, respectively, related to this agreement in research and development expense in the Companyās Condensed Consolidated Statement of Operations. ā XSCID (MB-107) Data Transfer Agreement with St. Jude Childrenās Research Hospital In June 2020, Mustang entered into a Data Transfer Agreement with St. Jude Childrenās Research Center (āSt. Judeā) under which Mustang will reimburse St. Jude for costs associated with St. Judeās clinical trial for the treatment of infants with X-linked Severe Combined Immunodeficiency (āXSCIDā). Pursuant to the terms of this agreement Mustang paid an upfront fee of $1.1 million on July 1, 2020 and will continue to reimburse St. Jude for costs incurred in connection with this trial. For the three months ended March 31, 2021 and 2020, Mustang recorded $0.1 million and nil, respectively, related to this agreement in research and development expense in the Companyās Condensed Consolidated Statement of Operations. Oncogenuity ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 Columbia ā $ 188 ā $ ā Oxford ā ā 79 ā ā ā McCormick Labs ā ā 56 ā ā ā Total ā $ 323 ā $ ā ā Columbia Sponsored Research Agreement Pursuant to the terms of a SRA entered into with the Trustees of Columbia University in the City of New York (āColumbiaā) in May 2020, to develop novel oligonucleotides for the treatment of genetically driven cancers (the āColumbia SRAā), Oncogenuity will make semi-annual research payments to Columbia semiannually for five years ending in November 2024, such payments not to exceed $4.8 million. For the three months ended March 31, 2021, Oncogenuity recorded expense of $0.2 million and nil, respectively, in research and development in the Companyās Condensed Consolidated Statement of Operations. The Regents of the University of California Sponsored Research Agreement ā In December 2020, Oncogenuity entered into a SRA with The Regents of the University of California, with Frank McCormick PhD, FRS as principal investigator (āMcCormick SRAā). For the three months ended March 31, 2021, Oncogenuity recorded expense of $0.1 million in research and development in the Companyās Condensed Consolidated Statement of Operations. No expense was recorded in 2020. ā The Chancellor Masters and Scholars of the University of Oxford Sponsored Research Agreement ā In December, 2020, Oncogenuity entered into a Sponsored Research Agreement with The Chancellor Masters and Scholars of the University of Oxford, (the āOxford SRAā). For the three months ended March 31, 2021, Oncogenuity recorded expense of $0.1 million in research and development in the Companyās Condensed Consolidated Statement of Operations. No expense was recorded in 2020. |
Intangibles, net
Intangibles, net | 3 Months Ended |
Mar. 31, 2021 | |
Intangibles, net | |
Intangibles, net | 8. Intangibles, net The table below provides a summary of the Journey intangible assets as of March 31, 2021 and December 31, 2020, respectively: ā ā ā ā ā ā ā ā ā ā ā ā Estimated Useful ā ā ā ā ($ in thousands) Lives (Years) March 31, 2021 December 31, 2020 ā ā ā ā (Unaudited) ā ā ā Total Intangible assets ā asset purchases ā 3 to 7 ā $ 19,003 ā $ 18,606 Accumulated amortization ā (4,561) ā (3,977) Net intangible assets ā $ 14,442 ā $ 14,629 ā The table below provides a summary for the three months ended March 31, 2021, of Journeyās recognized expense related to its product licenses, which was recorded in costs of goods sold on the Condensed Consolidated Statement of Operations: ā ā ā ā ā ā ā Intangible ($ in thousands) Assets, Net Beginning balance at January 1, 2021 ā $ 14,629 Additions: ā ā ā Exelderm milestone ā ā 397 Amortization expense ā (584) Ending balance at March 31, 2021 ā $ 14,442 ā The future amortization of these intangible assets is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total ($ in thousands) XiminoĀ® ExeldermĀ® AccutaneĀ® Amortization Nine Months Ended December 31, 2021 ā $ 764 ā $ 417 ā $ 709 ā $ 1,890 Year Ended December 31, 2022 ā 1,019 ā ā ā 946 ā 1,965 Year Ended December 31, 2023 ā ā 1,019 ā ā ā ā ā 945 ā ā 1,964 Year Ended December 31, 2024 ā ā 1,019 ā ā ā ā ā 946 ā ā 1,965 Year Ended December 31, 2025 ā 1,019 ā ā ā 945 ā 1,964 Thereafter ā ā 595 ā ā ā ā ā 158 ā ā 753 Sub-total ā $ 5,435 ā $ 417 ā $ 4,649 ā $ 10,501 Assets not yet placed in service: ā ā ā ā ā ā ā ā ā ā ā ā Anti-itch product license acquisition (amortization commencing second half of 2021) ā ā ā ā ā ā ā ā ā ā ā 3,941 Total ā $ 5,435 ā $ 417 ā $ 4,649 ā $ 14,442 ā |
Debt and Interest
Debt and Interest | 3 Months Ended |
Mar. 31, 2021 | |
Debt and Interest | |
Debt and Interest | 9. Debt and Interest Debt Total debt consists of the following as of March 31, 2021 and December 31, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, December 31, ā ā ($ in thousands) ā 2021 ā 2020 ā Interest rate ā Maturity ā ā (Unaudited) ā ā ā ā ā ā ā Total notes payable - Oaktree Note ā $ 60,000 ā $ 60,000 11.00 % August - 2025 Less: Discount on notes payable ā (8,014) ā (8,323) Total notes payable ā $ 51,986 ā $ 51,677 ā Interest Expense The following table shows the details of interest expense for all debt arrangements during the periods presented. Interest expense includes contractual interest; fees include amortization of the debt discount and amortization of fees associated with loan transaction costs, amortized over the life of the loan: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2021 ā 2020 ($ in thousands) Interest Fees Total Interest Fees Total IDB Note 1 ā $ ā ā $ ā ā $ ā ā $ 84 ā $ - ā $ 84 2017 Subordinated Note Financing 2 ā ā ā ā ā ā ā 1,084 ā 312 ā 1,396 2019 Notes 3 ā ā ā ā ā ā ā 269 ā ā ā ā 269 2018 Venture Notes 4 ā ā ā ā ā ā ā 433 ā 176 ā 609 LOC Fees ā 9 ā ā ā 9 ā 15 ā ā ā 15 Mustang Horizon Notes 5 ā ā ā ā ā ā ā 341 ā 259 ā 600 Oaktree Note ā ā 1,650 ā ā 309 ā ā 1,959 ā ā ā ā ā ā ā ā ā Note Payable 6 ā ā 221 ā ā ā ā ā 221 ā ā 150 ā ā ā ā ā 150 Other ā ā ā ā ā ā ā 2 ā ā ā ā ā 2 Total Interest Expense and Financing Fee ā $ 1,880 ā $ 309 ā $ 2,189 ā $ 2,378 ā $ 747 ā $ 3,125 ā Note 1: During August 2020, the Company repaid the IDB Note utilizing the cash collateral securing the IDB Note, which was classified as restricted cash on the Companyās Condensed Consolidated Balance Sheet. Note 2: In August 2020, the Company used certain proceeds from the Oaktree Note to pay off the $28.4 million balance previously outstanding under the 2017 Subordinated Note Financing. Note 3: August 2020, the Company used certain proceeds from the Oaktree Note to pay off the $9.0 million balance previously outstanding under the 2019 Notes. Note 4: Note 5: In September 2020, Mustang repaid the amount outstanding under the Horizon Notes in full, which was comprised of $15.0 million face value of the outstanding notes, $0.1 million in accrued and unpaid interest, a $0.8 million final payment fee and prepayment penalties of $0.6 million. Note 6: Imputed interest expense related to Journeyās agreements for Ximino and Accutane. Oaktree Note On August 27, 2020 (the āClosing Dateā), Fortress, as borrower, entered into a $60.0 million senior secured credit agreement (the āAgreementā) with Oaktree. The Oaktree Note bears interest at a fixed annual rate of 11.0%, payable quarterly and maturing on the fifth anniversary of the Closing Date, August 27, 2025, the (āMaturity Dateā). The Company is required to make quarterly interest-only payments until the Maturity Date, at which point the outstanding principal amount is due. The Company may voluntarily prepay the Oaktree Note at any time subject to a Prepayment Fee as defined in the Terms section. The Company is required to make mandatory prepayments of the Oaktree Note under various circumstances as defined in the Terms section. No amounts paid or prepaid may be reborrowed without Oaktree consent. ā Pursuant to the terms of the Agreement on the Closing Date the Company paid Oaktree an upfront commitment fee equal to 3% of the $60.0 million, or $1.8 million. In addition, the Company paid a $35,000 Agency fee to the Agent which was due on the Closing Date and will be due annually, together with fees of $2.5 million, directly to third parties involved in the transaction. ā In connection with the Oaktree Note, the Company issued warrants to Oaktree and certain of its affiliates to purchase up to 1,749,450 shares of common stock (see Note 14) with a relative fair value of $4.4 million. ā The Company recorded the fees totaling $8.7 million ($1.8 million to Oaktree, $2.5 million of expenses paid to third-parties and $4.4 million representing the relative fair value of the Oaktree Warrants) to debt discount. These costs are being amortized over the term of the Oaktree Note. Journey Working Capital Line of Credit ā On March 31, 2021 (the āClosing Dateā), Journey entered into a Loan and Security Agreement with East West Bank (āEWB Loanā) under which Journey may request advances in aggregate not exceeding the lesser of: (i) the Revolving Line of $7.5 million and (ii) a Borrowing Base representing approximately 85% of Journeyās eligible accounts receivable. Advances bear interest on the outstanding daily balance, at a floating rate of 1.0% above the Prime Rate set by EWB. Interest is due and payable on the last day of the month. The EWB Loan matures on March 31, 2024. ā Journey paid an origination fee of $56,250 on the Closing Date in connection with the issuance of the EWB Loan. In addition, Journey agreed to pay certain third party fees incurred by EWB, as well as legal fees incurred by Journey in connection with the EWB Loan totaling approximately $0.1 million. As of March 31, 2021 fees totaling approximately $0.1 million were recorded as a deferred asset on the Condensed Consolidated Balance Sheet. ā As of March 31, 2021 Journey had no outstanding advances under the EWB Loan. |
Partner Company Convertible Pre
Partner Company Convertible Preferred Shares | 3 Months Ended |
Mar. 31, 2021 | |
Partner Company Convertible Preferred Shares [Abstract] | |
Partner Company Convertible Preferred Shares | ā 10. Partner Company Convertible Preferred Shares In March 2021, our partner company Journey commenced an offering of Journey 8% Cumulative Convertible Class A Preferred Stock (the āJourney Offeringā) in an aggregate minimum amount of $12.5 million and an aggregate maximum amount of $30.0 million, which may be increased if Journey and the placement agent agree to do so. The Journey Offering commenced on March 31, 2021 and, unless extended, will terminate on May 31, 2021. ā Although the Journey 8% Cumulative Convertible Class A Preferred Stock (āJourney Preferred Aā) is in the form of preferred stock, in substance this instrument is accounted for as a liability on the Companyās Condensed Consolidated Balance Sheet. ā Dividends on the Journey Preferred A will be paid quarterly in shares of the Companyās common stock based upon a 7.5% discount to the average trading price over the 10-day period preceding the dividend payment date. In addition, if the Journey Preferred A has not been converted into Journey common stock upon a sale of Journey or a financing of Journey in an amount of at least $25.0 million within a year of the closing (extendable by another six months at Journeyās option), then the Journey Preferred A will be exchanged for shares of the Companyās common stock, also based upon a 7.5% discount to the average Company common stock trading price over the 10-day period preceding such exchange. Furthermore, the Company is obligated to file one or more registration statements covering the issuance of shares that result from such dividends/exchange. As consideration for the foregoing Journey will issue to the Company additional shares of Journey common stock, debt securities, or a combination of the foregoing. ā National Securities Corporation (āNationalā) is the exclusive placement agent for the Journey Offering and will receive a 10% fee on gross proceeds raised, plus either warrants to purchase 5% of the Journey common stock into which the Journey Preferred A converts (in the event of a sale of Journey or a qualified financing) or 5% of the Company common stock for which the Journey Preferred A is exchanged (in the event neither a sale of Journey nor a qualified financing occurs), in addition to reimbursement of legal and other expenses. ā The Company evaluated the terms of the Journey Offering under ASC 480, Distinguishing Liabilities from Equity, ā On March 31, 2021, Journey completed its first close in connection with the Journey Offering. In connection with the first close, Journey issued an aggregate of 501,480 Journey Preferred A shares at a price of $25.00 per share, for gross proceeds of $12.5 million. Following the payment of placement agent fees of $1.2 million, and other expenses of $0.1 million, Journey received $11.2 million of net proceeds. At March 31, 2021 the Company recorded this transaction on the Condensed Consolidated Balance Sheet as a liability of $12.5 million of partner company convertible preferred shares, which is the fair value at initial recognition, and $1.3 million of debt discount associated with the share settled debt. The initial carrying value of the Journey Preferred A is accreted to the settlement value. The discount to the settlement value is accreted to interest expense using the effective interest method. |
Accrued Liabilities and other L
Accrued Liabilities and other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Accrued Liabilities and other Long-Term Liabilities | |
Accrued Liabilities and other Long-Term Liabilities | 11. Accrued Liabilities and other Long-Term Liabilities Accrued expenses and other long-term liabilities consisted of the following: ā ā ā ā ā ā ā ā ā March 31, ā ā December 31, ($ in thousands) 2021 2020 ā ā (Unaudited) ā ā ā Accrued expenses: ā ā Professional fees ā $ 1,592 ā $ 1,236 Salaries, bonus and related benefits ā 5,983 ā 6,701 Research and development ā 4,234 ā 5,007 Research and development - manufacturing ā ā ā 518 Research and development - license maintenance fees ā 564 ā 461 Research and development - milestones ā 600 ā 600 Accrued royalties payable ā 2,048 ā 2,682 Accrued coupon expense ā 10,944 ā 10,869 Other ā 1,846 ā 1,188 Total accrued expenses ā $ 27,811 ā $ 29,262 ā ā ā ā ā ā ā Other long-term liabilities: ā ā Deferred rent and long-term lease abandonment charge 1 ā $ 1,903 ā $ 1,949 Partner company note payable, long-term: ā ā ā ā ā ā Ximino agreement 2 ā ā 3,790 ā ā 3,622 Isotretinoin agreement 3 ā ā 1,823 ā ā 2,792 Anti-itch product agreement 4 ā ā ā ā ā 945 Total other long-term liabilities and partner company note payable, long-term ā $ 7,516 ā $ 9,308 ā Note 1: As of March 31, 2021, and December 31, 2020, the balance consists of deferred charges related to build-out of the New York facility. Note 2: As of March 31, 2021, and December 31, 2020, the imputed interest discount was $1.2 million and $1.4 million, respectively, in connection with its acquisition of Ximino in July 2019. As of March 31, 2021, and December 31, 2020, $2.0 million and $2.0 million, respectively, of note payable was classified as short-term. Note 3: As of March 31, 2021, and December 31, 2020, the imputed discount balance was $0.2 million and $0.2 million, respectively. The imputed interest discount was calculated utilizing a 4.00% effective rate, which represents the market rate for an asset-backed three year loan, secured by receivables. As of March 31, 2021, and December 31, 2020, $1.5 million and $0.5 million, respectively, of note payable was classified as short-term. Note 4: As of March 31, 2021, and December 31, 2020, the imputed discount balance was approximately $37,000 and $0.1 million, respectively in connection with its acquisition of an anti-itch product. The imputed interest discount was calculated utilizing a 4.25% effective rate, which represents the market rate for an asset-backed three year loan, secured by receivables. As of March 31, 2021, and December 31, 2020, $2.0 million and $2.8 million, respectively, of note payable was classified as partner company note payable, short-term on the Companyās Condensed Consolidated Balance Sheet. |
Non-Controlling Interests
Non-Controlling Interests | 3 Months Ended |
Mar. 31, 2021 | |
Non-Controlling Interests | |
Non-Controlling Interests | 12. Non-Controlling Interests Non-controlling interests in consolidated entities are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the three months ended ā ā ā As of March 31, 2021 ā March 31, 2021 ā As of March 31, 2021 ā ā ā ā ā ā ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) NCI equity share ā non-controlling interests ā in consolidated entities ā ownership FBIO Acquisition Corp VIII ā $ (99) ā (28) ā $ (127) 24.0 % Aevitas ā ā (3,874) ā (318) ā (4,192) 46.0 % Avenue 2 ā 1,915 ā (773) ā 1,142 77.4 % Baergic ā (1,838) ā (12) ā (1,850) 39.5 % Cellvation ā (1,313) ā (39) ā (1,352) 22.1 % Checkpoint 1 ā 48,130 ā (4,588) ā 43,542 80.4 % Coronado SO ā (290) ā ā ā (290) 13.0 % Cyprium ā (1,033) ā (478) ā (1,511) 29.8 % Helocyte ā (5,210) ā (53) ā (5,263) 18.3 % JMC ā 1,076 ā 35 ā 1,111 12.0 % Mustang 2 ā 119,322 ā (10,862) ā 108,460 81.3 % Oncogenuity ā ā (507) ā (128) ā (635) 25.3 % Tamid ā (712) ā ā ā (712) 22.8 % Total ā $ 155,567 ā $ (17,244) ā $ 138,323 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the twelve months ended ā ā ā ā ā As of December 31, 2020 ā December 31, 2020 ā As of December 31, 2020 ā ā ā ā ā ā ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) NCI equity share non-controlling interests in consolidated entities ownership FBIO Acquisition Corp VIII ā $ (7) ā ā (27) ā $ (34) 10.0 % Aevitas ā ā (2,370) ā ā (823) ā (3,193) 39.0 % Avenue 2 ā 5,800 ā ā (3,974) ā 1,826 77.4 % Baergic ā (1,662) ā ā (97) ā (1,759) 39.5 % Cellvation ā (1,089) ā ā (182) ā (1,271) 22.1 % Checkpoint 1 ā 41,704 ā ā (13,265) ā 28,439 80.4 % Coronado SO ā (290) ā ā ā ā (290) 13.0 % Cyprium ā 567 ā ā (1,478) ā (911) 30.5 % Helocyte ā (4,986) ā ā (259) ā (5,245) 18.8 % JMC ā 138 ā ā 491 ā 629 7.1 % Mustang 2 ā 116,060 ā ā (36,429) ā 79,631 80.9 % Oncogenuity ā ā (82) ā ā (376) ā (458) 25.3 % Tamid ā (663) ā ā (40) ā (703) 22.8 % Total ā $ 153,120 ā $ (56,459) ā $ 96,661 ā ā ā Note 1: Checkpoint is consolidated with Fortressā operations because Fortress maintains voting control through its ownership of Checkpointās Class A Common Shares which provide super-majority voting rights. Note 2: Avenue and Mustang are consolidated with Fortressā operations because Fortress maintains voting control through its ownership of Preferred Class A Shares which provide super-majority voting rights. |
Net Loss per Common Share
Net Loss per Common Share | 3 Months Ended |
Mar. 31, 2021 | |
Net Loss per Common Share | |
Net Loss per Common Share | 13. Net Loss per Common Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of Common Stock outstanding during the period, without consideration for Common Stock equivalents. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of Common Stock and Common Stock equivalents outstanding for the period. The following shares of potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding, as the effect of including such securities would be anti-dilutive for the three months ended March 31, 2021: ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2021 2020 Warrants to purchase Common Stock 4,579,954 2,653,234 Options to purchase Common Stock 853,490 1,210,502 Unvested Restricted Stock 16,391,786 14,307,564 Unvested Restricted Stock Units 231,926 487,996 Total 22,057,156 18,659,296 ā |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity | |
Stockholders' Equity | 14. Stockholdersā Equity Stock-based Compensation The following table summarizes the stock-based compensation expense from stock option, employee stock purchase programs and restricted Common Stock awards and warrants for the three months ended March 31, 2021 and 2020: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ($ in thousands) 2021 2020 Employee awards ā $ 1,488 ā $ 1,217 Executive awards of Fortress Companies' stock ā 345 ā 401 Non-employee awards ā 22 ā 54 Partner Companies: ā ā ā ā ā Avenue ā 114 ā 215 Checkpoint ā 774 ā 639 Mustang ā 996 ā 805 Other ā 34 ā 69 Total stock-based compensation expense ā $ 3,773 ā $ 3,400 ā For the three months ended March 31, 2021 and 2020, approximately $1.2 million and $0.9 million, respectively, of stock-based compensation expense was included in research and development expenses in connection with equity grants made to employees and consultants and approximately $2.6 million and $2.5 million, respectively, was included in general and administrative expenses in connection with grants made to employees, members of the board of directors and consultants. Stock Options The following table summarizes Fortress stock option activities excluding activity related to Fortress partner companies: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted average ā ā ā ā ā ā ā Total ā remaining ā ā ā ā Weighted average ā weighted average ā contractual life ā Number of shares exercise price intrinsic value (years) Options vested and expected to vest at December 31, 2020 1,053,490 ā $ 5.02 ā $ 647,482 2.63 Forfeited ā (25,000) ā ā 4.88 ā ā ā ā ā Options vested and expected to vest at March 31, 2021 1,028,490 ā $ 5.02 ā $ 807,138 2.40 ā As of March 31, 2021, Fortress had no unrecognized stock-based compensation expense related to options. Restricted Stock and Restricted Stock Units The following table summarizes Fortress restricted stock awards and restricted stock units activities, excluding activities related to Fortress Companies: ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā average grant ā ā Number of shares ā price Unvested balance at December 31, 2020 ā 15,507,504 ā $ 2.49 Restricted stock granted ā 2,330,678 ā ā 3.17 Restricted stock vested ā (236,668) ā ā 2.75 Restricted stock units vested ā (38,583) ā ā 3.48 Unvested balance at March 31, 2021 ā 17,562,931 ā $ 2.57 ā As of March 31, 2021 and 2020, the Company had unrecognized stock-based compensation expense related to restricted stock and restricted stock unit awards of approximately $21.8 million and $17.9 million, respectively, which is expected to be recognized over the remaining weighted-average vesting period of 3.6 years and 4.2 years, respectively. Warrants The following table summarizes Fortress warrant activities, excluding activities related to Fortress Companies: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total weighted ā Weighted average ā ā ā ā ā ā ā average ā remaining ā ā Number of ā Weighted average ā intrinsic ā contractual life ā shares exercise price value (years) Outstanding as of December 31, 2020 4,590,621 ā $ 3.17 ā $ 607,848 4.85 Forfeited ā (60,000) ā ā 1.37 ā ā ā ā ā Outstanding as of March 31, 2021 4,530,621 ā $ 3.20 ā $ 1,820,564 4.66 Exercisable as of March 31, 2021 4,370,621 ā $ 3.23 ā $ 1,607,964 4.61 ā In connection with the Oaktree Note (see Note 9), the Company issued warrants to Oaktree and certain of its affiliates to purchase up to 1,749,450 shares of common stock at a purchase price of $3.20 per share (the āOaktree Warrantsā). Oaktree is entitled to additional warrants if at any time prior to the expiration of the Oaktree Warrants in event the Company issues equity, warrants or convertible notes (collectively known as āSecurity Instrumentsā) at a price that is less than 95% of the market price of the Companyās Common Stock on the trading day prior to the issuance of the Security Instruments. The Warrants expire on August 27, 2030 and may be net exercised at the holderās election. The Company also agreed to file a registration statement on Form S-3 to register for resale the shares of common stock issuable upon exercise of the Warrants. ā The Company evaluated the accounting treatment of the Oaktree Warrants and determined that the Oaktree warrants met the scope exception of ASC 815-10-15-74(a) Derivatives and Hedging ASC 470-20-25-2 Debt ā Debt with Conversion and Other Options ā Employee Stock Purchase Plan Eligible employees can purchase the Companyās Common Stock at the end of a predetermined offering period at 85% of the lower of the fair market value at the beginning or end of the offering period. The ESPP is compensatory and results in stock-based compensation expense. As of March 31, 2021, 577,301 shares have been purchased and 422,699 shares are available for future sale under the Companyās ESPP. Share-based compensation expense recorded was approximately $34,000 and $18,000, respectively, for the three months ended March 31, 2021 and 2020. Capital Raises Journey 8% Cumulative Convertible Class A Preferred Offering ā See Note 10. ā At-the-Market Offering Pursuant to the terms of the Companyās Amended and Restated At Market Issuance Sales Agreement, or Sales Agreement, with B. Riley FBR, Inc. (āB. Riley,ā f/k/a MLV & Co. LLC, and FBR Capital Markets & Co.) (the āATMā), for the three month period ended March 31, 2020, the Company issued approximately 2.3 million shares of common stock at an average price of $2.59 per share for gross proceeds of $6.1 million. In connection with these sales, the Company paid aggregate fees of approximately $0.2 million. No shares were sold under the ATM for the three month period ended March 31, 2021. Mustang At-the-Market Offering During the three months ended March 31, 2021, Mustang issued approximately 11.6 million shares of common stock at an average price of $4.17 per share for gross proceeds of $48.4 million under the Mustang ATM. In connection with these sales, Mustang paid aggregate fees of approximately $0.9 million for net proceeds of approximately $47.5 million. During the three months ended March 31, 2020, Mustang issued approximately 1.2 million shares of common stock at an average price of $3.93 per share for gross proceeds of $5.0 million under the Mustang ATM. In connection with these sales, Mustang paid aggregate fees of approximately $0.1 million for net proceeds of approximately $4.9 million. Pursuant to the Founders Agreement, Mustang issued 325,221 shares of common stock to Fortress at a weighted average price of $4.16 per share for the three months ended March 31, 2021 and recorded 63,688 shares issuable to Fortress for the Mustang ATM offering noted above. During the three months ended March 31, 2020, Mustang issued 31,220 shares of common stock to Fortress at a weighted average price of $4.00 per share in connection with the Mustang ATM. On October 23, 2020, Mustang filed a shelf registration statement No. 333-249657 on Form S-3 (the ā2020 Mustang S-3ā), which was declared effective on December 4, 2020. Under the 2020 Mustang S-3, Mustang may sell up to a total of $100 million of its securities. As of March 31, 2021, approximately $37.8 million of the 2020 Mustang S-3 remains available for sales of securities. Checkpoint At-the-Market Offering During the three months ended March 31, 2021, Checkpoint sold a total of 7,025,309 shares of common stock under the Checkpoint ATM for aggregate total gross proceeds of approximately $24.6 million at an average selling price of $3.50 per share, resulting in net proceeds of approximately $23.9 million after deducting commissions and other transaction costs. Pursuant to the Founders Agreement, Checkpoint issued 175,625 shares of common stock to Fortress at a weighted average price of $3.61 per share for the Checkpoint ATM offerings and the Checkpoint Underwritten Offering, both noted above. At March 31, 2021, approximately $71.3 million of the Checkpoint shelf remains available for sale under the Checkpoint S-3. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 15. Commitments and Contingencies Indemnification In accordance with its certificate of incorporation, bylaws and indemnification agreements, the Company has indemnification obligations to its officers and directors for certain events or occurrences, subject to certain limits, while they are serving at the Companyās request in such capacity. The Company has director and officer insurance to address such claims. The Company also provides indemnification of contractual counterparties in certain situtations, including without limitation to clinical sites, service providers and licensors. In addition, we act, and are likely to continue acting, in as indemnitor of potential losses or liabilities that may be experienced by one or more of our affiliated companies and/or their partners or investors. For instance, under that certain Indemnification Agreement, dated as of November 12, 2018 (the āIndemnification Agreementā), we indemnify InvaGen and its affiliates for losses they may sustain in connection with inaccuracies that may appear in the representations and warranties that Avenue made to InvaGen in the Avenue SPMA, as such representations and warranties were given as of the dates of signing and first closing, and as may be required to be given as of the second stage closing under the Avenue SPMA as well. The maximum amount of indemnification we may have to provide under the Indemnification Agreement is $35.0 million, and such obligation terminates upon the consummation of the Merger Transaction (as defined in the Avenue SPMA). In the event of payment by us of any such indemnification amount, we would be able to recoup such amounts (other than our pro rata share of the indemnification as a shareholder in Avenue) from the Merger Transaction proceeds, but if the Merger Transaction never occurs, we would have no means of recouping such previously-paid indemnification amounts. If we become obligated to pay all or a portion of such indemnification amounts (regardless of whether or not we are partially reimbursed out of the proceeds of the Merger Transaction), our business and the market value of our common stock and/or debt securities may be materially adversely impacted. Legal Proceedings In November 2020, a purported securities class action complaint was filed in the U.S. District Court for the Eastern District of New York, putatively on behalf of all shareholders who purchased or otherwise acquired Fortress securities between December 11, 2019 and October 9, 2020 (the āClass Periodā), and who were allegedly damaged in connection therewith. The case is captioned Cushman v. Fortress Biotech, Inc., et al. ā On March 31, 2021 Journey executed an Asset Purchase Agreement (the āQbrexza APAā) with Dermira, Inc. a subsidiary of Eli Lilly and Company (āDermiraā). Pursuant to the terms of the agreement Journey acquired the rights to QbrexzaĀ® (glycoprronium), a prescription cloth towelette to treat primary axillary hyperhidrosis in patients nine years of age or older. Upon closing of the QbrexzaĀ® purchase, Journey became substituted for Dermira as the plaintiff in U.S. patent litigation commenced by Dermira on October 21, 2020 in the U.S. District Court of Delaware (the āPatent Litigationā) against Perrigo Pharma International DAC (āPerrigoā) alleging infringement of certain patents covering QbrexzaĀ® (the āQbrexzaĀ® Patentsā), which are included among the proprietary rights to QbrexzaĀ® to be acquired pursuant to the APA. The Patent Litigation was initiated following the submission by Perrigo, in accordance with the procedures set out in the Drug Price Competition and Patent Term Restoration Act of 1984 (the āHatch-Waxman Actā), of an Abbreviated New Drug Application, or ANDA. The ANDA seeks approval to market a generic version of QbrexzaĀ® prior to the expiration of the QbrexzaĀ® Patents and alleges that the QbrexzaĀ® Patents are invalid. Perrigo is subject to a 30-month stay preventing it from selling a generic version, but that stay is set to expire on March 9, 2023. Trial in the Patent Litigation is scheduled for September 19, 2022. The Company cannot make any predictions about the final outcome of this matter or the timing thereof. ā ā To our knowledge, there are no other legal proceedings pending against us, other than routine actions and administrative proceedings, and other actions not deemed material are not expected to have a material adverse effect on our financial condition, results of operations, or cash flows. In the ordinary course of business, however, the Company may be subject to both insured and uninsured litigation. Suits and claims may be brought against the Company by customers, suppliers, partners and/or third parties (including tort claims for personal injury arising from clinical trials of the Companyās product candidates and property damage) alleging deficiencies in performance, breach of contract, etc., and seeking resulting alleged damages. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions | |
Related Party Transactions | 16. Related Party Transactions The Companyās Chairman, President and Chief Executive Officer, individually and through certain trusts over which he has voting and dispositive control, beneficially owned approximately 10.8% of the Companyās issued and outstanding Common Stock as of March 31, 2021. The Companyās Executive Vice Chairman, Strategic Development owns approximately 11.6% of the Companyās issued and outstanding Common Stock as of March 31, 2021. Shared Services Agreement with TG Therapeutics, Inc (āTGTXā) In July 2015, TGTX and the Company entered into an arrangement to share the cost of certain research and development employees. The Companyās Executive Vice Chairman, Strategic Development, is Executive Chairman and Interim Chief Executive Officer of TGTX. Under the terms of the Agreement, TGTX will reimburse the Company for the salary and benefit costs associated with these employees based upon actual hours worked on TGTX related projects. In connection with the shared services agreement, the Company invoiced TGTX $0.1 million and $0.1 million, and received payments of $0.1 million and $0.1 million for the three months ended March 31, 2021 and 2020, respectively. Desk Space Agreements with TGTX and OPPM In connection with the Companyās Desk Space Agreements for the New York, NY office space, for the three ended March 31, 2021 and 2020, the Company had paid $0.7 million and $0.7 million in rent, respectively, and invoiced TGTX and OPPM approximately $0.4 million and $0.4 million and nil and nil respectively, for their prorated share of the rent base. At March 31, 2021, there were no amounts due related to this arrangement from TGTX or OPPM. As of July 1, 2018, TGTX employees began to occupy desks in the Waltham, MA office under the Desk Share Agreement. TGTX began to pay their share of the rent based on actual percentage of the office space occupied on a month by month basis. For the three months ended March 31, 2021 and 2020, the Company had paid approximately $0.1 million and $0.1 million in rent for the Waltham, MA office, and invoiced TGTX approximately $28,000 and $29,000, respectively. Avenue Credit Facility Agreement On June 12, 2020, Avenue, the Company and InvaGen entered into a Facility Agreement (āAvenue Facility Agreementā), under which, beginning on October 1, 2020, Avenue could have borrowed up to $2.0 million collectively from the Company and InvaGen, subject to certain conditions set forth therein. The Companyās commitment amount was $0.8 million, and InvaGenās was $1.2 million, and a 7% per annum interest rate applied (payable on the last day of each fiscal quarter. The Avenue Facility Agreement expired on April 29, 2021 and went undrawn. As of March 31, 2021, there were no amounts drawn by Avenue on the Avenue Facility Agreement. Founders Agreement The Company has entered into Founders Agreements and, in some cases, Exchange Agreements with certain of its subsidiaries as described in the Company's Form 10-K for the year ended December 31, 2020, filed with the SEC on March 31, 2021. The following table summarizes, by partner company, the effective date of the Founders Agreements and PIK dividend or equity fee payable to the Company in accordance with the terms of the Founders Agreements, Exchange Agreements, and the subsidiaries' certificates of incorporation: ā ā ā ā ā ā ā ā ā ā ā PIK Dividend as ā ā ā ā ā ā a % of fully ā ā ā ā ā ā diluted ā ā ā ā ā ā outstanding ā Class of Stock Fortress Partner Company Effective Date 1 capitalization Issued Helocyte ā March 20, 2015 2.5 % Common Stock Avenue ā February 17, 2015 0.0 % 2 Common Stock Mustang ā March 13, 2015 2.5 % Common Stock Checkpoint ā March 17, 2015 0.0 % 3 Common Stock Cellvation ā October 31, 2016 2.5 % Common Stock Baergic ā December 17, 2019 4 ā 2.5 % Common Stock Cyprium ā March 13, 2017 2.5 % Common Stock Aevitas ā July 28, 2017 2.5 % Common Stock Oncogenuity ā April 22, 2020 4 ā 2.5 % Common Stock FBIO Acquisition Corp. VIII ā November 7, 2017 4 0.0 % Common Stock ā Note 1: Represents the effective date of each subsidiaryās Founders Agreement. Each PIK dividend and equity fee is payable on the annual anniversary of the effective date of the original Founders Agreement or has since been amended to January 1 of each calendar year. Note 2: Concurrently with the execution and delivery of the Stock Purchase and Merger Agreement (āAvenue SPMAā) entered into between, Avenue, the Company and InvaGen Pharmaceuticals Inc. (āInvaGenā) (together, the ā SPMA Partiesā), the SPMA Parties entered into a waiver agreement (the āWaiver Agreementā), pursuant to which the Company irrevocably waived its right to receive the annual dividend of Avenueās common shares under the terms of the Class A preferred stock and any fees, payments, reimbursements or other distributions under the management services agreement between the Company and Avenue and the Founders Agreement, for the period from the effective date of the Waiver Agreement until such time as InvaGen beneficially owns less than 75% of the shares of Avenue common stock it acquired under the first closing of the Avenue SPMA. Pursuant to the Waiver Agreement, immediately prior to the closing of the Merger Transaction contemplated under the Avenue SPMA, the Company will convert all of its preferred shares into common shares pursuant to the terms of the certificate of incorporation of Avenue, as amended from time to time. Note 3: Instead of a PIK dividend, Checkpoint pays the Company an annual equity fee in shares of Checkpointās common stock equal to 2.5% of Checkpointās fully diluted outstanding capitalization. Note 4: Represents the Trigger Date, the date that the Fortress partner company first acquires, whether by license or otherwise, ownership rights in a product. Management Services Agreements The Company has entered in Management Services Agreements (the āMSAsā) with certain of its partner companies as described in the Companyās Form 10-K for the year ended December 31, 2019, filed with the SEC on March 16, 2020. The following table summarizes the effective date of the MSA and the annual consulting fee payable by the partner company to the Company in quarterly installments: ā ā ā ā ā ā ā ā ā ā ā Annual MSA Fee Fortress partner company Effective Date (Income)/Expense Helocyte ā March 20, 2015 ā $ 500 Avenue 1 ā February 17, 2015 ā ā Mustang ā March 13, 2015 ā 500 Checkpoint ā March 17, 2015 ā 500 Cellvation ā October 31, 2016 ā 500 Baergic ā March 9, 2017 ā 500 Cyprium ā March 13, 2017 ā 500 Aevitas ā July 28, 2017 ā 500 Oncogenuity ā February 10, 2017 ā ā 500 FBIO Acquisition Corp. VIII ā November 7, 2017 ā ā 500 Fortress ā ā ā (4,500) Consolidated (Income)/Expense ā ā ā $ ā ā Note 1: Concurrently with the execution and delivery of the Avenue SPMA entered into among, Avenue, the Company and InvaGen Pharmaceuticals Inc. (āInvaGenā) (together, the āSPMA Partiesā), the SPMA Parties entered into a waiver agreement (the āWaiver Agreementā), pursuant to which the Company irrevocably waived its right to receive the annual dividend of Avenueās common shares under the terms of the Class A preferred stock and any fees, payments, reimbursements or other distributions under the management services agreement between the Company and Avenue and the Founders Agreement, for the period from the effective date of the Waiver Agreement until such time as InvaGen beneficially owns less than 75% of the shares of Avenue common stock it acquired under the first closing of the Avenue SPMA. Pursuant to the Waiver Agreement, immediately prior to the closing of the Merger Transaction contemplated under the Avenue SPMA, the Company will convert all of its preferred shares into common shares pursuant to the terms of the certificate of incorporation of Avenue, as amended from time to time. (See Note 3). ā |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Information | |
Segment Information | 17. Segment Information The Company operates in two reportable segments, Dermatology Product Sales and Pharmaceutical and Biotechnology Product Development. The accounting policies of the Companyās segments are the same as those described in Note 2. The following tables summarize, for the periods indicated, operating results from continued operations by reportable segment: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Pharmaceutical ā ā ā ā ā ā ā and ā ā ā ($ in thousands) ā Dermatology ā Biotechnology ā ā ā ā ā Products ā Product ā ā ā Three Months Ended March 31, 2021 Sales Development Consolidated Net revenue ā $ 10,719 ā $ 868 ā $ 11,587 Direct cost of goods ā (3,908) ā ā ā (3,908) Sales and marketing costs ā (5,070) ā ā ā (5,070) Research and development ā ā ā (20,154) ā (20,154) General and administrative ā ā (1,156) ā ā (11,316) ā ā (12,472) Other expense ā (221) ā 4,172 ā 3,951 Segment income (loss) ā $ 364 ā ā (26,430) ā $ (26,066) Segment assets ā ā ā ā ā ā ā ā ā Intangible assets, net ā ā 14,442 ā ā ā ā ā 14,442 Tangible assets ā ā 42,200 ā ā 334,401 ā ā 376,601 Total segment assets ā $ 56,642 ā $ 334,401 ā $ 391,043 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Pharmaceutical ā ā ā ā ā ā ā ā and ā ā ā ā ā Dermatology ā Biotechnology ā ā ā ($ in thousands) ā Products ā Product ā ā ā Three Months Ended March 31, 2020 Sales Development Consolidated Net revenue ā $ 11,946 ā $ 972 ā $ 12,918 Direct cost of goods ā (3,810) ā ā ā ā (3,810) Sales and marketing costs ā (4,679) ā ā ā ā (4,679) Research and development ā ā ā (15,117) ā ā (15,117) General and administrative ā (953) ā (9,887) ā ā (10,840) Other expense ā ā (207) ā ā (2,333) ā ā (2,540) Segment income (loss) ā $ 2,297 ā $ (26,365) ā $ (24,068) Segment assets ā ā ā ā ā ā ā ā ā Intangible assets, net ā ā 7,022 ā ā ā ā ā 7,022 Tangible assets ā ā 23,550 ā ā 198,187 ā ā 221,737 Total segment assets ā $ 30,572 ā $ 198,187 ā $ 228,759 ā |
Revenues from Contracts and Sig
Revenues from Contracts and Significant Customers | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts and Significant Customers | 18. Revenues from Contracts and Significant Customers Disaggregation of Total Revenue Product revenue is comprised of Journeyās seven marketed products: TargadoxĀ®, LuxamendĀ®, CeracadeĀ®, ExeldermĀ®, XiminoĀ®, AccutaneĀ® and QbrexzaĀ®. Substantially all of the product revenue is recorded in the U.S. The Companyās collaboration revenue is from Cypriumās agreement with Sentynl (see Note 3). The Companyās related party revenue is from Checkpointās collaboration with TGTX. The table below summarizes the Companyās revenue for the three months ending March 31, 2021 and 2020: ā ā ā ā ā ā ā ā ā ā Three months ended March 31, ā 2021 2020 Revenue ā ā ā ā ā ā Product revenue, net ā $ 10,719 ā $ 11,946 Collaboration revenue ā ā 800 ā ā ā Revenue ā related party ā 68 ā 972 Net revenue ā $ 11,587 ā $ 12,918 ā Significant Customers For the March 31, 2021, none of the Companyās dermatology products customers accounted for more than 10% of its total gross product revenue. For the three months ended March 31, 2020, two of the Companyās dermatology products customers accounted for more than 10% of its total gross product revenue. At March 31, 2021, none of the Companyās dermatology products customers accounted for more than 10% of its total accounts receivable balance. At March 31, 2020, two of the Companyās dermatology products customers accounted for more than 10% of its total accounts balance in the amounts of $5.4 million and $2.5 million. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income taxes | |
Income taxes | 19. Income taxes On March 11, 2021, the President of the United States signed the American Rescue Plan Act, also called the COVID-19 Stimulus Package or American Rescue Plan into law. The American Rescue Plan includes many non-tax and tax provisions to help address the continuing pandemic, including extending the Employee Retention Credit to December 31, 2021. The Company will continue to evaluate the impact of the American Rescue Plan on its financial positions, results of operations and cash flows. The Company and its subsidiaries are subject to US federal and state income taxes. Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of Management, it is more likely than not that some portion, or all, of the deferred tax asset will not be realized. The Company files a consolidated income tax return with subsidiaries for which the Company has an 80% or greater ownership interest. Subsidiaries for which the Company does not have an 80% or more ownership are not included in the Companyās consolidated income tax group and file their own separate income tax return. As a result, certain corporate entities included in these financial statements are not able to combine or offset their taxable income or losses with other entitiesā tax attributes. Income tax expense for the three months ended March 31, 2021 and 2020 is based on the estimated annual effective tax rate. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 20. Subsequent Event ā On March 31, 2021 Journey executed an Asset Purchase Agreement (the āQbrexza APAā) with Dermira, Inc. a subsidiary of Eli Lilly and Company (āDermiraā). Pursuant to the terms of the agreement Journey acquired the rights to QbrexzaĀ® (glycoprronium), a prescription cloth towelette to treat primary axillary hyperhidrosis in patients nine years of age or older. ā Upon HSR acceptance, which was received on May 13, 2021, Journey paid the upfront fee of $12.5 million to Dermira. In addition, Dermira is eligible to receive up to $144 million in the aggregate upon the achievement of certain milestones. Royalties ranging from the lower teen digits to the upper teen digits will be payable on net sales of QbrexzaĀ® products, of which royalty amounts are subject to 50% diminution in the event of loss of exclusivity due to the introduction of an authorized generic. ā Upon closing of the QbrexzaĀ® purchase, Journey became substituted for Dermira as the plaintiff in U.S. patent litigation commenced by Dermira on October 21, 2020 in the U.S. District Court of Delaware (the āPatent Litigationā) against Perrigo Pharma International DAC (āPerrigoā) alleging infringement of certain patents covering QbrexzaĀ® (the āQbrexzaĀ® Patentsā), which are included among the proprietary rights to QbrexzaĀ® to be acquired pursuant to the APA. The Patent Litigation was initiated following the submission by Perrigo, in accordance with the procedures set out in the Drug Price Competition and Patent Term Restoration Act of 1984 (the āHatch-Waxman Actā), of an Abbreviated New Drug Application, or ANDA. The ANDA seeks approval to market a generic version of QbrexzaĀ® prior to the expiration of the QbrexzaĀ® Patents and alleges that the QbrexzaĀ® Patents are invalid. Perrigo is subject to a 30-month stay preventing it from selling a generic version, but that stay is set to expire on March 9, 2023. Trial in the Patent Litigation is scheduled for September 19, 2022. The Company cannot make any predictions about the final outcome of this matter or the timing thereof. ā |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Summary of Significant Accounting Policies | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (āGAAPā) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Certain information and footnote disclosures normally included in the Companyās annual financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statement results are not necessarily indicative of results to be expected for the full fiscal year or any future period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the unaudited condensed consolidated financial statements have read or have access to the audited financial statements for the preceding fiscal year for each of Avenue, Checkpoint and Mustang. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the Companyās Form 10-K, which was filed with the United States Securities and Exchange Commission (āSECā) on March 31, 2021, from which the Company derived the balance sheet data at December 31, 2020, as well as Checkpointās Form 10-K, filed with the SEC on March 12, 2021, Mustangās Form 10-K, filed with the SEC on March 24, 2021, and Avenueās Form 10-K, filed with the SEC on March 31, 2021. The Companyās unaudited condensed consolidated financial statements include the accounts of the Companyās subsidiaries. For consolidated entities where the Company owns less than 100% of the subsidiary, the Company records net loss attributable to non-controlling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. The Company also consolidates subsidiaries in which it owns less than 50% of the subsidiary but maintains voting control. The Company continually assesses whether changes to existing relationships or future transactions may result in the consolidation or deconsolidation of partner companies. The preparation of the Companyās unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. |
Use of Estimates | Use of Estimates The Companyās unaudited condensed consolidated financial statements include certain amounts that are based on managementās best estimates and judgments. The Companyās significant estimates include, but are not limited to, useful lives assigned to long-lived assets, fair value of stock options and warrants, stock-based compensation, common stock issued to acquire licenses, investments, accrued expenses, provisions for income taxes, and contingencies. Due to the uncertainty inherent in such estimates, actual results may differ from these estimates. |
Significant Accounting Policies | Significant Accounting Policies There have been no material changes in the Companyās significant accounting policies to those previously disclosed in the 2020 Annual Report, other than the accounting for partner company convertible preferred shares and sequencing. |
Partner Company Convertible Preferred Shares | Partner Company Convertible Preferred Shares The Journey 8% Cumulative Convertible Class A Preferred Stock (āJourney Preferred Stockā) includes settlement features that result in liability classification. The initial carrying value of the Journey Preferred Stock is accreted to the expected settlement value, a fixed monetary amount to be settled by issuing a variable number of Journey common shares. The discount to the settlement value is accreted to interest expense using the effective interest method. |
Sequencing | Sequencing ā On March 31, 2021, the Company adopted a sequencing policy under accounting Standards Codification (āASCā) 815-40-35 Derivatives and Hedging |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, ā Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2020-06, ā Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entityās Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entityās Own Equity ,ā which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption will be permitted. The Company is currently evaluating the impact of this standard on its financial statements. In June 2016, the FASB issued ASU 2016-13, āFinancial Instruments ā Credit Lossesā . The ASU sets forth a ācurrent expected credit lossā (CECL) model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. Recently, the FASB issued the final ASU to delay adoption for smaller reporting companies to calendar year 2023. The Company is currently assessing the impact of the adoption of this ASU on its condensed consolidated financial statements. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property and Equipment | |
Schedule of Property and Equipment | Fortressā property and equipment consisted of the following: ā ā ā ā ā ā ā ā ā ā ā ā Useful Life March 31, December 31, ($ in thousands) ā (Years) ā 2021 ā 2020 ā ā (Unaudited) Computer equipment ā 3 ā $ 663 ā $ 663 Furniture and fixtures ā 5 ā 1,211 ā 1,199 Machinery & equipment ā 5 ā 5,748 ā 5,748 Leasehold improvements ā 2 15 ā 10,580 ā 10,580 Construction in progress 1 ā N/A ā 1,458 ā 499 Total property and equipment ā ā ā ā 19,660 ā 18,689 Less: Accumulated depreciation ā ā ā ā (7,369) ā (6,766) Property and equipment, net ā ā ā ā $ 12,291 ā $ 11,923 ā Note 1: Relates to the Mustang cell processing facility. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Fair Value Hedging Instruments, Statements of Financial Performance and Financial Position, Location [Table Text Block] | The table below provides a roll-forward of the changes in fair value of Level 3 financial instruments as of March 31, 2021: ā ā ā ā ā ā ā ā ā ā Investment in ($ in thousands) Caelum Balance at December 31, 2020 ā $ 17,566 Change in fair value of investments ā ā 5,913 Balance at March 31, 2021 ā $ 23,479 |
Schedule of Financial Instruments, Measured at Fair Value on a Recurring Basis | The following tables classify into the fair value hierarchy of Fortressā financial instruments, measured at fair value as of March 31, 2021 and December 31, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of March 31, 2021 ($ in thousands) Level 1 Level 2 Level 3 Total Assets ā ā ā ā Fair value of investment in Caelum ā $ ā ā $ ā ā $ 23,479 ā $ 23,479 Total ā $ ā ā $ ā ā $ 23,479 ā $ 23,479 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of March 31, 2021 ($ in thousands) Level 1 Level 2 Level 3 Total Liabilities ā ā ā ā Warrant liabilities $ ā $ ā $ 362 $ 362 Total $ ā $ ā $ 362 $ 362 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Fair Value Measurement as of December 31, 2020 ($ in thousands) Level 1 Level 2 Level 3 Total Assets ā ā ā ā Fair value of investment in Caelum ā $ ā ā $ ā ā $ 17,566 ā $ 17,566 Total ā $ ā ā $ ā ā $ 17,566 ā $ 17,566 ā |
Warrants [Member] | Journey [Member] | |
Summary of the Weighted average Significant Unobservable Inputs | The fair value of Journeyās Contingently Issuable Warrants in connection with Journeyās preferred offering (see Note 10), was measured using a Monte Carlo simulation valuation methodology. A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring Journeyās warrant liability that are categorized within Level 3 of the fair value hierarchy as of March 2021 was as follows: ā ā ā ā ā ā March 31, 2021 ā Risk-free interest rate 0.92 % Expected dividend yield ā ā Expected term in years 1.5 ā Expected volatility 50 % Probability of issuance of the warrant 100 % |
Fair Value of Liabilities Measured on Recurring Basis | ā ā ā ā ā Warrants ($ in thousands) liabilities Balance at December 31, 2020 $ ā Additions - partner company 362 Balance at March 31, 2021 $ 362 |
Licenses Acquired (Tables)
Licenses Acquired (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Licenses Acquired | |
Schedule of Research and Development-Licenses | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ($ in thousands) 2021 2020 Partner companies: ā ā Mustang ā $ ā ā $ 250 Aevitas ā ā 25 ā ā ā FBIO Acquisition Corp VIII ā ā 101 ā ā ā Total ā $ 126 ā $ 250 |
Sponsored Research and Clinic_2
Sponsored Research and Clinical Trial Agreements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Aevitas [Member] | |
Schedule of Research and Development for Sponsored Research and Clinical Trial Agreements | In 2018, Aevitas entered into a Sponsored Research Agreement (āSRAā) with the Trustees of the University of Pennsylvania (āUPenn SRAā), as amended in July 2019, for certain continued research and development activities related to the development of adeno-associated virus (āAAVā) gene therapies in complement-mediated diseases. Also in 2018, Aevitas entered into an SRA with the University of Massachusetts (āUMass SRAā), as amended in January 2020, for certain continued research and development activities related to the development of AAV. For the three months ended March 31, 2021 and 2020, Aevitas recorded the following expense in connection with its sponsored research and clinical trial agreements: ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 UMass SRA ā $ 248 ā $ ā UPenn SRA ā ā ā ā ā 281 Total ā $ 248 ā $ 281 ā |
Mustang [Member] | |
Schedule of Research and Development for Sponsored Research and Clinical Trial Agreements | For the three months ended March 31, 2021 and 2020, Mustang recorded the following expense in research and development for sponsored research and clinical trial agreements: ā ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 City of Hope National Medical Center ā $ ā ā $ 500 IL13RĪ±2 (MB-101) ā 514 ā 92 CD123 (MB-102) ā 205 ā 230 CS1 (MB-104) ā ā 175 ā ā ā HER2 (MB-103) ā ā 123 ā ā ā PSCA (MB-105) ā ā 50 ā ā ā Fred Hutchinson Cancer Research Center - CD20 (MB-106) ā ā 671 ā ā 527 St. Jude Children's Research Hospital - XSCID (MB-107) ā ā 104 ā ā ā Total ā $ 1,842 ā $ 1,349 |
Oncogenuity [Member] | |
Schedule of Research and Development for Sponsored Research and Clinical Trial Agreements | Oncogenuity ā ā ā ā ā ā ā ā ā For the Three Months Ended March 31, ($ in thousands) 2021 2020 Columbia ā $ 188 ā $ ā Oxford ā ā 79 ā ā ā McCormick Labs ā ā 56 ā ā ā Total ā $ 323 ā $ ā |
Intangibles, net (Tables)
Intangibles, net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Intangibles, net | |
Schedule of JMC Intangible Asset | The table below provides a summary of the Journey intangible assets as of March 31, 2021 and December 31, 2020, respectively: ā ā ā ā ā ā ā ā ā ā ā ā Estimated Useful ā ā ā ā ($ in thousands) Lives (Years) March 31, 2021 December 31, 2020 ā ā ā ā (Unaudited) ā ā ā Total Intangible assets ā asset purchases ā 3 to 7 ā $ 19,003 ā $ 18,606 Accumulated amortization ā (4,561) ā (3,977) Net intangible assets ā $ 14,442 ā $ 14,629 |
Schedule of JMC recognized expense related to its product licenses | The table below provides a summary for the three months ended March 31, 2021, of Journeyās recognized expense related to its product licenses, which was recorded in costs of goods sold on the Condensed Consolidated Statement of Operations: ā ā ā ā ā ā ā Intangible ($ in thousands) Assets, Net Beginning balance at January 1, 2021 ā $ 14,629 Additions: ā ā ā Exelderm milestone ā ā 397 Amortization expense ā (584) Ending balance at March 31, 2021 ā $ 14,442 |
Schedule of future amortization of intangible assets | The future amortization of these intangible assets is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total ($ in thousands) XiminoĀ® ExeldermĀ® AccutaneĀ® Amortization Nine Months Ended December 31, 2021 ā $ 764 ā $ 417 ā $ 709 ā $ 1,890 Year Ended December 31, 2022 ā 1,019 ā ā ā 946 ā 1,965 Year Ended December 31, 2023 ā ā 1,019 ā ā ā ā ā 945 ā ā 1,964 Year Ended December 31, 2024 ā ā 1,019 ā ā ā ā ā 946 ā ā 1,965 Year Ended December 31, 2025 ā 1,019 ā ā ā 945 ā 1,964 Thereafter ā ā 595 ā ā ā ā ā 158 ā ā 753 Sub-total ā $ 5,435 ā $ 417 ā $ 4,649 ā $ 10,501 Assets not yet placed in service: ā ā ā ā ā ā ā ā ā ā ā ā Anti-itch product license acquisition (amortization commencing second half of 2021) ā ā ā ā ā ā ā ā ā ā ā 3,941 Total ā $ 5,435 ā $ 417 ā $ 4,649 ā $ 14,442 |
Debt and Interest (Tables)
Debt and Interest (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt and Interest | |
Schedule of Debt | Total debt consists of the following as of March 31, 2021 and December 31, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, December 31, ā ā ($ in thousands) ā 2021 ā 2020 ā Interest rate ā Maturity ā ā (Unaudited) ā ā ā ā ā ā ā Total notes payable - Oaktree Note ā $ 60,000 ā $ 60,000 11.00 % August - 2025 Less: Discount on notes payable ā (8,014) ā (8,323) Total notes payable ā $ 51,986 ā $ 51,677 |
Interest Expense for all Debt Arrangements | The following table shows the details of interest expense for all debt arrangements during the periods presented. Interest expense includes contractual interest; fees include amortization of the debt discount and amortization of fees associated with loan transaction costs, amortized over the life of the loan: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2021 ā 2020 ($ in thousands) Interest Fees Total Interest Fees Total IDB Note 1 ā $ ā ā $ ā ā $ ā ā $ 84 ā $ - ā $ 84 2017 Subordinated Note Financing 2 ā ā ā ā ā ā ā 1,084 ā 312 ā 1,396 2019 Notes 3 ā ā ā ā ā ā ā 269 ā ā ā ā 269 2018 Venture Notes 4 ā ā ā ā ā ā ā 433 ā 176 ā 609 LOC Fees ā 9 ā ā ā 9 ā 15 ā ā ā 15 Mustang Horizon Notes 5 ā ā ā ā ā ā ā 341 ā 259 ā 600 Oaktree Note ā ā 1,650 ā ā 309 ā ā 1,959 ā ā ā ā ā ā ā ā ā Note Payable 6 ā ā 221 ā ā ā ā ā 221 ā ā 150 ā ā ā ā ā 150 Other ā ā ā ā ā ā ā 2 ā ā ā ā ā 2 Total Interest Expense and Financing Fee ā $ 1,880 ā $ 309 ā $ 2,189 ā $ 2,378 ā $ 747 ā $ 3,125 ā Note 1: During August 2020, the Company repaid the IDB Note utilizing the cash collateral securing the IDB Note, which was classified as restricted cash on the Companyās Condensed Consolidated Balance Sheet. Note 2: In August 2020, the Company used certain proceeds from the Oaktree Note to pay off the $28.4 million balance previously outstanding under the 2017 Subordinated Note Financing. Note 3: August 2020, the Company used certain proceeds from the Oaktree Note to pay off the $9.0 million balance previously outstanding under the 2019 Notes. Note 4: Note 5: In September 2020, Mustang repaid the amount outstanding under the Horizon Notes in full, which was comprised of $15.0 million face value of the outstanding notes, $0.1 million in accrued and unpaid interest, a $0.8 million final payment fee and prepayment penalties of $0.6 million. Note 6: Imputed interest expense related to Journeyās agreements for Ximino and Accutane. |
Accrued Liabilities and other_2
Accrued Liabilities and other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accrued Liabilities and other Long-Term Liabilities | |
Schedule of Accrued Expenses and Other Long-Term Liabilities | Accrued expenses and other long-term liabilities consisted of the following: ā ā ā ā ā ā ā ā ā March 31, ā ā December 31, ($ in thousands) 2021 2020 ā ā (Unaudited) ā ā ā Accrued expenses: ā ā Professional fees ā $ 1,592 ā $ 1,236 Salaries, bonus and related benefits ā 5,983 ā 6,701 Research and development ā 4,234 ā 5,007 Research and development - manufacturing ā ā ā 518 Research and development - license maintenance fees ā 564 ā 461 Research and development - milestones ā 600 ā 600 Accrued royalties payable ā 2,048 ā 2,682 Accrued coupon expense ā 10,944 ā 10,869 Other ā 1,846 ā 1,188 Total accrued expenses ā $ 27,811 ā $ 29,262 ā ā ā ā ā ā ā Other long-term liabilities: ā ā Deferred rent and long-term lease abandonment charge 1 ā $ 1,903 ā $ 1,949 Partner company note payable, long-term: ā ā ā ā ā ā Ximino agreement 2 ā ā 3,790 ā ā 3,622 Isotretinoin agreement 3 ā ā 1,823 ā ā 2,792 Anti-itch product agreement 4 ā ā ā ā ā 945 Total other long-term liabilities and partner company note payable, long-term ā $ 7,516 ā $ 9,308 ā Note 1: As of March 31, 2021, and December 31, 2020, the balance consists of deferred charges related to build-out of the New York facility. Note 2: As of March 31, 2021, and December 31, 2020, the imputed interest discount was $1.2 million and $1.4 million, respectively, in connection with its acquisition of Ximino in July 2019. As of March 31, 2021, and December 31, 2020, $2.0 million and $2.0 million, respectively, of note payable was classified as short-term. Note 3: As of March 31, 2021, and December 31, 2020, the imputed discount balance was $0.2 million and $0.2 million, respectively. The imputed interest discount was calculated utilizing a 4.00% effective rate, which represents the market rate for an asset-backed three year loan, secured by receivables. As of March 31, 2021, and December 31, 2020, $1.5 million and $0.5 million, respectively, of note payable was classified as short-term. Note 4: As of March 31, 2021, and December 31, 2020, the imputed discount balance was approximately $37,000 and $0.1 million, respectively in connection with its acquisition of an anti-itch product. The imputed interest discount was calculated utilizing a 4.25% effective rate, which represents the market rate for an asset-backed three year loan, secured by receivables. As of March 31, 2021, and December 31, 2020, $2.0 million and $2.8 million, respectively, of note payable was classified as partner company note payable, short-term on the Companyās Condensed Consolidated Balance Sheet. |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Non-Controlling Interests | |
Schedule of Non-Controlling Interests in Consolidated Entities | Non-controlling interests in consolidated entities are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the three months ended ā ā ā As of March 31, 2021 ā March 31, 2021 ā As of March 31, 2021 ā ā ā ā ā ā ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) NCI equity share ā non-controlling interests ā in consolidated entities ā ownership FBIO Acquisition Corp VIII ā $ (99) ā (28) ā $ (127) 24.0 % Aevitas ā ā (3,874) ā (318) ā (4,192) 46.0 % Avenue 2 ā 1,915 ā (773) ā 1,142 77.4 % Baergic ā (1,838) ā (12) ā (1,850) 39.5 % Cellvation ā (1,313) ā (39) ā (1,352) 22.1 % Checkpoint 1 ā 48,130 ā (4,588) ā 43,542 80.4 % Coronado SO ā (290) ā ā ā (290) 13.0 % Cyprium ā (1,033) ā (478) ā (1,511) 29.8 % Helocyte ā (5,210) ā (53) ā (5,263) 18.3 % JMC ā 1,076 ā 35 ā 1,111 12.0 % Mustang 2 ā 119,322 ā (10,862) ā 108,460 81.3 % Oncogenuity ā ā (507) ā (128) ā (635) 25.3 % Tamid ā (712) ā ā ā (712) 22.8 % Total ā $ 155,567 ā $ (17,244) ā $ 138,323 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the twelve months ended ā ā ā ā ā As of December 31, 2020 ā December 31, 2020 ā As of December 31, 2020 ā ā ā ā ā ā ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) NCI equity share non-controlling interests in consolidated entities ownership FBIO Acquisition Corp VIII ā $ (7) ā ā (27) ā $ (34) 10.0 % Aevitas ā ā (2,370) ā ā (823) ā (3,193) 39.0 % Avenue 2 ā 5,800 ā ā (3,974) ā 1,826 77.4 % Baergic ā (1,662) ā ā (97) ā (1,759) 39.5 % Cellvation ā (1,089) ā ā (182) ā (1,271) 22.1 % Checkpoint 1 ā 41,704 ā ā (13,265) ā 28,439 80.4 % Coronado SO ā (290) ā ā ā ā (290) 13.0 % Cyprium ā 567 ā ā (1,478) ā (911) 30.5 % Helocyte ā (4,986) ā ā (259) ā (5,245) 18.8 % JMC ā 138 ā ā 491 ā 629 7.1 % Mustang 2 ā 116,060 ā ā (36,429) ā 79,631 80.9 % Oncogenuity ā ā (82) ā ā (376) ā (458) 25.3 % Tamid ā (663) ā ā (40) ā (703) 22.8 % Total ā $ 153,120 ā $ (56,459) ā $ 96,661 ā ā ā Note 1: Checkpoint is consolidated with Fortressā operations because Fortress maintains voting control through its ownership of Checkpointās Class A Common Shares which provide super-majority voting rights. Note 2: Avenue and Mustang are consolidated with Fortressā operations because Fortress maintains voting control through its ownership of Preferred Class A Shares which provide super-majority voting rights. |
Net Loss per Common Share (Tabl
Net Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Net Loss per Common Share | |
Schedule of Diluted Weighted Average Shares Outstanding | The following shares of potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding, as the effect of including such securities would be anti-dilutive for the three months ended March 31, 2021: ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2021 2020 Warrants to purchase Common Stock 4,579,954 2,653,234 Options to purchase Common Stock 853,490 1,210,502 Unvested Restricted Stock 16,391,786 14,307,564 Unvested Restricted Stock Units 231,926 487,996 Total 22,057,156 18,659,296 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity | |
Schedule of Stock-Based Compensation Expense | The following table summarizes the stock-based compensation expense from stock option, employee stock purchase programs and restricted Common Stock awards and warrants for the three months ended March 31, 2021 and 2020: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ($ in thousands) 2021 2020 Employee awards ā $ 1,488 ā $ 1,217 Executive awards of Fortress Companies' stock ā 345 ā 401 Non-employee awards ā 22 ā 54 Partner Companies: ā ā ā ā ā Avenue ā 114 ā 215 Checkpoint ā 774 ā 639 Mustang ā 996 ā 805 Other ā 34 ā 69 Total stock-based compensation expense ā $ 3,773 ā $ 3,400 ā |
Schedule of Stock Option Activities | The following table summarizes Fortress stock option activities excluding activity related to Fortress partner companies: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted average ā ā ā ā ā ā ā Total ā remaining ā ā ā ā Weighted average ā weighted average ā contractual life ā Number of shares exercise price intrinsic value (years) Options vested and expected to vest at December 31, 2020 1,053,490 ā $ 5.02 ā $ 647,482 2.63 Forfeited ā (25,000) ā ā 4.88 ā ā ā ā ā Options vested and expected to vest at March 31, 2021 1,028,490 ā $ 5.02 ā $ 807,138 2.40 ā |
Schedule of Restricted Stock Awards and Restricted Stock Units | The following table summarizes Fortress restricted stock awards and restricted stock units activities, excluding activities related to Fortress Companies: ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā average grant ā ā Number of shares ā price Unvested balance at December 31, 2020 ā 15,507,504 ā $ 2.49 Restricted stock granted ā 2,330,678 ā ā 3.17 Restricted stock vested ā (236,668) ā ā 2.75 Restricted stock units vested ā (38,583) ā ā 3.48 Unvested balance at March 31, 2021 ā 17,562,931 ā $ 2.57 ā |
Schedule of Warrant activities | The following table summarizes Fortress warrant activities, excluding activities related to Fortress Companies: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total weighted ā Weighted average ā ā ā ā ā ā ā average ā remaining ā ā Number of ā Weighted average ā intrinsic ā contractual life ā shares exercise price value (years) Outstanding as of December 31, 2020 4,590,621 ā $ 3.17 ā $ 607,848 4.85 Forfeited ā (60,000) ā ā 1.37 ā ā ā ā ā Outstanding as of March 31, 2021 4,530,621 ā $ 3.20 ā $ 1,820,564 4.66 Exercisable as of March 31, 2021 4,370,621 ā $ 3.23 ā $ 1,607,964 4.61 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions | |
Schedule of effective date and PIK dividend or equity fee payable | The Company has entered into Founders Agreements and, in some cases, Exchange Agreements with certain of its subsidiaries as described in the Company's Form 10-K for the year ended December 31, 2020, filed with the SEC on March 31, 2021. The following table summarizes, by partner company, the effective date of the Founders Agreements and PIK dividend or equity fee payable to the Company in accordance with the terms of the Founders Agreements, Exchange Agreements, and the subsidiaries' certificates of incorporation: ā ā ā ā ā ā ā ā ā ā ā PIK Dividend as ā ā ā ā ā ā a % of fully ā ā ā ā ā ā diluted ā ā ā ā ā ā outstanding ā Class of Stock Fortress Partner Company Effective Date 1 capitalization Issued Helocyte ā March 20, 2015 2.5 % Common Stock Avenue ā February 17, 2015 0.0 % 2 Common Stock Mustang ā March 13, 2015 2.5 % Common Stock Checkpoint ā March 17, 2015 0.0 % 3 Common Stock Cellvation ā October 31, 2016 2.5 % Common Stock Baergic ā December 17, 2019 4 ā 2.5 % Common Stock Cyprium ā March 13, 2017 2.5 % Common Stock Aevitas ā July 28, 2017 2.5 % Common Stock Oncogenuity ā April 22, 2020 4 ā 2.5 % Common Stock FBIO Acquisition Corp. VIII ā November 7, 2017 4 0.0 % Common Stock ā Note 1: Represents the effective date of each subsidiaryās Founders Agreement. Each PIK dividend and equity fee is payable on the annual anniversary of the effective date of the original Founders Agreement or has since been amended to January 1 of each calendar year. Note 2: Concurrently with the execution and delivery of the Stock Purchase and Merger Agreement (āAvenue SPMAā) entered into between, Avenue, the Company and InvaGen Pharmaceuticals Inc. (āInvaGenā) (together, the ā SPMA Partiesā), the SPMA Parties entered into a waiver agreement (the āWaiver Agreementā), pursuant to which the Company irrevocably waived its right to receive the annual dividend of Avenueās common shares under the terms of the Class A preferred stock and any fees, payments, reimbursements or other distributions under the management services agreement between the Company and Avenue and the Founders Agreement, for the period from the effective date of the Waiver Agreement until such time as InvaGen beneficially owns less than 75% of the shares of Avenue common stock it acquired under the first closing of the Avenue SPMA. Pursuant to the Waiver Agreement, immediately prior to the closing of the Merger Transaction contemplated under the Avenue SPMA, the Company will convert all of its preferred shares into common shares pursuant to the terms of the certificate of incorporation of Avenue, as amended from time to time. Note 3: Instead of a PIK dividend, Checkpoint pays the Company an annual equity fee in shares of Checkpointās common stock equal to 2.5% of Checkpointās fully diluted outstanding capitalization. Note 4: Represents the Trigger Date, the date that the Fortress partner company first acquires, whether by license or otherwise, ownership rights in a product. |
Schedule of effective date and annual consulting fee payable by the subsidiary to the Company | The Company has entered in Management Services Agreements (the āMSAsā) with certain of its partner companies as described in the Companyās Form 10-K for the year ended December 31, 2019, filed with the SEC on March 16, 2020. The following table summarizes the effective date of the MSA and the annual consulting fee payable by the partner company to the Company in quarterly installments: ā ā ā ā ā ā ā ā ā ā ā Annual MSA Fee Fortress partner company Effective Date (Income)/Expense Helocyte ā March 20, 2015 ā $ 500 Avenue 1 ā February 17, 2015 ā ā Mustang ā March 13, 2015 ā 500 Checkpoint ā March 17, 2015 ā 500 Cellvation ā October 31, 2016 ā 500 Baergic ā March 9, 2017 ā 500 Cyprium ā March 13, 2017 ā 500 Aevitas ā July 28, 2017 ā 500 Oncogenuity ā February 10, 2017 ā ā 500 FBIO Acquisition Corp. VIII ā November 7, 2017 ā ā 500 Fortress ā ā ā (4,500) Consolidated (Income)/Expense ā ā ā $ ā ā Note 1: Concurrently with the execution and delivery of the Avenue SPMA entered into among, Avenue, the Company and InvaGen Pharmaceuticals Inc. (āInvaGenā) (together, the āSPMA Partiesā), the SPMA Parties entered into a waiver agreement (the āWaiver Agreementā), pursuant to which the Company irrevocably waived its right to receive the annual dividend of Avenueās common shares under the terms of the Class A preferred stock and any fees, payments, reimbursements or other distributions under the management services agreement between the Company and Avenue and the Founders Agreement, for the period from the effective date of the Waiver Agreement until such time as InvaGen beneficially owns less than 75% of the shares of Avenue common stock it acquired under the first closing of the Avenue SPMA. Pursuant to the Waiver Agreement, immediately prior to the closing of the Merger Transaction contemplated under the Avenue SPMA, the Company will convert all of its preferred shares into common shares pursuant to the terms of the certificate of incorporation of Avenue, as amended from time to time. (See Note 3). ā |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Information | |
Schedule of Segment Information | The Company operates in two reportable segments, Dermatology Product Sales and Pharmaceutical and Biotechnology Product Development. The accounting policies of the Companyās segments are the same as those described in Note 2. The following tables summarize, for the periods indicated, operating results from continued operations by reportable segment: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Pharmaceutical ā ā ā ā ā ā ā and ā ā ā ($ in thousands) ā Dermatology ā Biotechnology ā ā ā ā ā Products ā Product ā ā ā Three Months Ended March 31, 2021 Sales Development Consolidated Net revenue ā $ 10,719 ā $ 868 ā $ 11,587 Direct cost of goods ā (3,908) ā ā ā (3,908) Sales and marketing costs ā (5,070) ā ā ā (5,070) Research and development ā ā ā (20,154) ā (20,154) General and administrative ā ā (1,156) ā ā (11,316) ā ā (12,472) Other expense ā (221) ā 4,172 ā 3,951 Segment income (loss) ā $ 364 ā ā (26,430) ā $ (26,066) Segment assets ā ā ā ā ā ā ā ā ā Intangible assets, net ā ā 14,442 ā ā ā ā ā 14,442 Tangible assets ā ā 42,200 ā ā 334,401 ā ā 376,601 Total segment assets ā $ 56,642 ā $ 334,401 ā $ 391,043 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Pharmaceutical ā ā ā ā ā ā ā ā and ā ā ā ā ā Dermatology ā Biotechnology ā ā ā ($ in thousands) ā Products ā Product ā ā ā Three Months Ended March 31, 2020 Sales Development Consolidated Net revenue ā $ 11,946 ā $ 972 ā $ 12,918 Direct cost of goods ā (3,810) ā ā ā ā (3,810) Sales and marketing costs ā (4,679) ā ā ā ā (4,679) Research and development ā ā ā (15,117) ā ā (15,117) General and administrative ā (953) ā (9,887) ā ā (10,840) Other expense ā ā (207) ā ā (2,333) ā ā (2,540) Segment income (loss) ā $ 2,297 ā $ (26,365) ā $ (24,068) Segment assets ā ā ā ā ā ā ā ā ā Intangible assets, net ā ā 7,022 ā ā ā ā ā 7,022 Tangible assets ā ā 23,550 ā ā 198,187 ā ā 221,737 Total segment assets ā $ 30,572 ā $ 198,187 ā $ 228,759 |
Revenues from Contracts and S_2
Revenues from Contracts and Significant Customers (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of total revenues | Product revenue is comprised of Journeyās seven marketed products: TargadoxĀ®, LuxamendĀ®, CeracadeĀ®, ExeldermĀ®, XiminoĀ®, AccutaneĀ® and QbrexzaĀ®. Substantially all of the product revenue is recorded in the U.S. The Companyās collaboration revenue is from Cypriumās agreement with Sentynl (see Note 3). The Companyās related party revenue is from Checkpointās collaboration with TGTX. The table below summarizes the Companyās revenue for the three months ending March 31, 2021 and 2020: ā ā ā ā ā ā ā ā ā ā Three months ended March 31, ā 2021 2020 Revenue ā ā ā ā ā ā Product revenue, net ā $ 10,719 ā $ 11,946 Collaboration revenue ā ā 800 ā ā ā Revenue ā related party ā 68 ā 972 Net revenue ā $ 11,587 ā $ 12,918 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Maximum [Member] | |
Accounting Policies [Line Items] | |
Ownership percentage of the subsidiary to consolidate their accounts | 100.00% |
Maximum [Member] | Maintains Voting Control [Member] | |
Accounting Policies [Line Items] | |
Ownership percentage of the subsidiary to consolidate their accounts | 50.00% |
Journey [Member] | 8% Cumulative Convertible Class A Preferred Stock [Member] | |
Accounting Policies [Line Items] | |
Preferred Stock, dividend rate percentage | 8.00% |
Collaboration and Stock Purch_2
Collaboration and Stock Purchase Agreements (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Feb. 24, 2021 | Feb. 08, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Cash and cash equivalents | $ 289,897 | $ 233,351 | |||
Collaboration revenue | 800 | $ 0 | |||
Accumulated deficit | (491,582) | $ (482,760) | |||
Cyprium [Member] | Sentynl Therapeutics, Inc [Member] | |||||
Upfront fees payment | $ 8,000 | ||||
Payments of milestones | $ 12,000 | ||||
Percentage of ownership over any FDA priority review voucher | 100.00% | ||||
Collaboration revenue | 800 | $ 0 | |||
Avenue [Member] | |||||
Cash and cash equivalents | 1,800 | ||||
Accumulated deficit | (74,300) | ||||
SPMA [Member] | Avenue [Member] | InvaGen [Member] | |||||
Business Combination, possible Interim financing, amount drawn | 0 | ||||
SPMA [Member] | Minimum [Member] | Avenue [Member] | InvaGen [Member] | |||||
Percentage of common shares acquired in the Stock Purchase Transaction for the rights to exist | 75.00% | ||||
SPMA [Member] | Maximum [Member] | Avenue [Member] | InvaGen [Member] | |||||
Business Combination, possible Interim financing | $ 7,000 | ||||
FDA approval of the NDA [Member] | Cyprium [Member] | Sentynl Therapeutics, Inc [Member] | |||||
Payments of milestones | $ 9,000 | ||||
Achievement of Certain Sales Milestones [Member] | Cyprium [Member] | Sentynl Therapeutics, Inc [Member] | |||||
Payments of milestones | 255,000 | ||||
Strategic Transaction, First Stage [Member] | SPMA [Member] | Avenue [Member] | InvaGen [Member] | |||||
Sale of stock, number of shares issued | 5.8 | ||||
Sale of stock, price per share | $ 6 | ||||
Sale of Stock, Consideration Received on Transaction | $ 35,000 | ||||
Sale of stock, ownership percentage after the transaction | 33.30% | ||||
Strategic Transaction, Second Stage [Member] | SPMA [Member] | Avenue [Member] | InvaGen [Member] | |||||
Sale of Stock, Consideration Received on Transaction | $ 180,000 | ||||
Completion of Clinical Development Milestones [Member] | Cyprium [Member] | Sentynl Therapeutics, Inc [Member] | |||||
Payments of milestones | $ 3,000 | ||||
IV Tramadol [Member] | FDA approval of the NDA [Member] | Avenue [Member] | |||||
Payments of milestones | $ 5,000 |
Property and Equipment (Narrati
Property and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property and Equipment | ||
Depreciation expense | $ 603 | $ 527 |
Property and Equipment (Schedul
Property and Equipment (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 19,660 | $ 18,689 |
Less: Accumulated depreciation | (7,369) | (6,766) |
Property and equipment, net | 12,291 | 11,923 |
Computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 663 | 663 |
Useful Life (Years) | 3 years | |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,211 | 1,199 |
Useful Life (Years) | 5 years | |
Machinery & equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 5,748 | 5,748 |
Useful Life (Years) | 5 years | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 10,580 | 10,580 |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 15 years | |
Leasehold improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 2 years | |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,458 | $ 499 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) | Mar. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($)$ / shares |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value | $ 23,479,000 | $ 17,566,000 |
Caelum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 23,500,000 | 17,600,000 |
Assets, fair value | $ 23,479,000 | $ 17,566,000 |
Caelum [Member] | Share Price [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | $ / shares | 3.25 | 2.43 |
Caelum [Member] | Risk Free Interest Rate [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | 0.0007 | 0.0036 |
Caelum [Member] | Expected Volatility [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | 0.70 | 0.70 |
Caelum [Member] | Discount for Lack of Marketability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | 0.413 | |
Caelum [Member] | Discount for Lack of Marketability [Member] | Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | 0.210 | |
Caelum [Member] | Discount for Lack of Marketability [Member] | Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment, measurement input | 0.310 |
Fair Value Measurements (Weight
Fair Value Measurements (Weighted average Significant Unobservable Inputs) (Details) - Journey [Member] - Warrants [Member] | Mar. 31, 2021USD ($)Y |
Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability, measurement input | 0.0092 |
Expected Term in Years [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability, measurement input | Y | 1.5 |
Expected Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability, measurement input | 0.50 |
Probability of Issuance of the Warrant [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability, measurement input | 1 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Financial Instruments, Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Assets, fair value | $ 23,479 | $ 17,566 |
Liabilities | ||
Liabilities, fair value | 362 | |
Caelum [Member] | ||
Assets | ||
Assets, fair value | 23,479 | 17,566 |
Warrants [Member] | ||
Liabilities | ||
Liabilities, fair value | 362 | |
Level 1 [Member] | ||
Assets | ||
Assets, fair value | 0 | |
Liabilities | ||
Liabilities, fair value | 0 | |
Level 1 [Member] | Caelum [Member] | ||
Assets | ||
Assets, fair value | 0 | |
Level 1 [Member] | Warrants [Member] | ||
Liabilities | ||
Liabilities, fair value | 0 | |
Level 2 [Member] | ||
Assets | ||
Assets, fair value | 0 | |
Liabilities | ||
Liabilities, fair value | 0 | |
Level 2 [Member] | Caelum [Member] | ||
Assets | ||
Assets, fair value | 0 | |
Level 2 [Member] | Warrants [Member] | ||
Liabilities | ||
Liabilities, fair value | 0 | |
Level 3 [Member] | ||
Assets | ||
Assets, fair value | 23,479 | 17,566 |
Liabilities | ||
Liabilities, fair value | 362 | |
Level 3 [Member] | Caelum [Member] | ||
Assets | ||
Assets, fair value | 23,479 | $ 17,566 |
Level 3 [Member] | Warrants [Member] | ||
Liabilities | ||
Liabilities, fair value | $ 362 |
Fair Value Measurements (Roll F
Fair Value Measurements (Roll Forward of the Changes in Fair Value of Level 3 Financial Instruments) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Warrants [Member] | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Liabilities, Beginning Balance | $ 0 |
Change in fair value of derivative liabilities | 362 |
Liabilities, Ending Balance | 362 |
Caelum [Member] | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Investment, Beginning Balance | 17,566 |
Change in fair value of investments | 5,913 |
Investment, Ending Balance | $ 23,479 |
Licenses Acquired (Narrative) (
Licenses Acquired (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | $ 126,000 | $ 250,000 |
Licensing Agreements [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 126,000 | 250,000 |
Aevitas [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 25,000 | 0 |
Aevitas [Member] | Licensing Agreements [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 25,000 | |
FBIO Acquisition Corp VIII [Member] | Licensing Agreements [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 101,000 | |
Mustang [Member] | Licensing Agreements [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 0 | 250,000 |
Mustang [Member] | Licensing Agreements [Member] | City of Hope (COH) [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | $ 0 | 300,000 |
Payments of milestones | $ 300,000 |
Licenses Acquired (Schedule of
Licenses Acquired (Schedule of Research and Development for Licenses Acquired) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | $ 126,000 | $ 250,000 |
Aevitas [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 25,000 | 0 |
Licensing Agreements [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 126,000 | 250,000 |
Licensing Agreements [Member] | Mustang [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 0 | 250,000 |
Licensing Agreements [Member] | Aevitas [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 25,000 | |
Licensing Agreements [Member] | FBIO Acquisition Corp VIII [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | 101,000 | |
Licensing Agreements [Member] | City of Hope (COH) [Member] | Mustang [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Research and development - licenses acquired | $ 0 | $ 300,000 |
Sponsored Research and Clinic_3
Sponsored Research and Clinical Trial Agreements (Narrative) (Details) | Jul. 01, 2020USD ($) | Feb. 17, 2017USD ($) | Oct. 31, 2020USD ($) | Jun. 30, 2020USD ($) | May 31, 2020USD ($) | Mar. 31, 2015USD ($)installment | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jul. 03, 2017USD ($) |
Research and development expense | $ 20,154,000 | $ 15,117,000 | ||||||||
Research and Clinical Trial Agreements [Member] | City of Hope (COH) [Member] | MB-102 (CD 123 CAR T for AML) [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 100,000 | |||||||||
Research and development expense | 200,000 | 200,000 | ||||||||
Upfront fees payment | $ 20,000 | |||||||||
Funding commitment period | 3 years | |||||||||
Research and Clinical Trial Agreements [Member] | City of Hope (COH) [Member] | MB-102 (CD 123 CAR T for AML) [Member] | Completion of Clinical Development Milestones [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 200,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Aevitas [Member] | ||||||||||
Research and development expense | 248,000 | 281,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Aevitas [Member] | University of Massachusetts [Member] | ||||||||||
Research and development expense | 248,000 | 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Aevitas [Member] | University of Pennsylvania [Member] | ||||||||||
Research and development expense | 0 | 281,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||||||||||
Research and development expense | 1,842,000 | 1,349,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | ||||||||||
Research and development expense | 0 | 500,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-102 (CD 123 CAR T for AML) [Member] | ||||||||||
Research and development expense | 205,000 | 230,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-104 (CS1 CAR T) [Member] | ||||||||||
Research and development expense | 175,000 | 0 | ||||||||
Upfront fees payment | $ 800,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-101 (IL13R2 CAR T for Glioblastoma) [Member] | ||||||||||
Sponsored research agreement, funding commitment | $ 2,000,000 | |||||||||
Sponsored research agreement, additional funding commitment | 100,000 | $ 100,000 | ||||||||
Research and development expense | 514,000 | 92,000 | ||||||||
Upfront fees payment | $ 9,300 | 29,000 | ||||||||
Funding commitment period | 3 years | |||||||||
Number of installments to pay the upfront fees | installment | 4 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-101 (IL13R2 CAR T for Glioblastoma) [Member] | Completion of Clinical Development Milestones [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 200,000 | |||||||||
Payments of milestones | 200,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-103 (HER2 CAR T) [Member] | ||||||||||
Sponsored research agreement, funding commitment | $ 29,000 | |||||||||
Research and development expense | 123,000 | 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-105 (PSCA CAR T) [Member] | ||||||||||
Research and development expense | 50,000 | 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | City of Hope (COH) [Member] | MB-105 (PSCA CAR T) [Member] | Upon Execution of Agreements [Member] | ||||||||||
Payments of milestones | 33,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | Fred Hutchinson Cancer Research Center [Member] | MB-106 (CD20 CAR T) [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 800,000 | |||||||||
Research and development expense | 671,000 | 527,000 | ||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | St. Jude Children's Research Hospital [Member] | MB-107 (XSCID) [Member] | ||||||||||
Research and development expense | 104,000 | 0 | ||||||||
Upfront fees payment | $ 1,100,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | Maximum [Member] | City of Hope (COH) [Member] | MB-104 (CS1 CAR T) [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 2,400,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | Maximum [Member] | City of Hope (COH) [Member] | MB-103 (HER2 CAR T) [Member] | ||||||||||
Sponsored research agreement, additional funding commitment | $ 3,000,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | Maximum [Member] | City of Hope (COH) [Member] | MB-105 (PSCA CAR T) [Member] | ||||||||||
Payments of milestones | $ 2,300,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Mustang [Member] | Maximum [Member] | Fred Hutchinson Cancer Research Center [Member] | MB-106 (CD20 CAR T) [Member] | ||||||||||
Sponsored research agreement, funding commitment | $ 5,300,000 | |||||||||
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | ||||||||||
Research and development expense | 323,000 | 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | Columbia University [Member] | ||||||||||
Research and development expense | 188,000 | 0 | ||||||||
Funding commitment period | 5 years | |||||||||
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | University of California [Member] | ||||||||||
Research and development expense | 56,000 | 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | University of Oxford [Member] | ||||||||||
Research and development expense | $ 79,000 | $ 0 | ||||||||
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | Maximum [Member] | Columbia University [Member] | ||||||||||
Sponsored research agreement, funding commitment | $ 4,800,000 |
Sponsored Research and Clinic_4
Sponsored Research and Clinical Trial Agreements (Schedule of Research and Development for Sponsored Research and Clinical Trial Agreements) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Research and development expense | $ 20,154 | $ 15,117 |
Research and Clinical Trial Agreements [Member] | Aevitas [Member] | ||
Research and development expense | 248 | 281 |
Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 1,842 | 1,349 |
Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | ||
Research and development expense | 323 | 0 |
City of Hope (COH) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 0 | 500 |
City of Hope (COH) [Member] | MB-102 (CD 123 CAR T for AML) [Member] | Research and Clinical Trial Agreements [Member] | ||
Research and development expense | 200 | 200 |
City of Hope (COH) [Member] | MB-102 (CD 123 CAR T for AML) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 205 | 230 |
City of Hope (COH) [Member] | MB-101 (IL13R2 CAR T for Glioblastoma) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 514 | 92 |
City of Hope (COH) [Member] | MB-104 (CS1 CAR T) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 175 | 0 |
City of Hope (COH) [Member] | MB-103 (HER2 CAR T) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 123 | 0 |
City of Hope (COH) [Member] | MB-105 (PSCA CAR T) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 50 | 0 |
St. Jude Children's Research Hospital [Member] | MB-107 (XSCID) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 104 | 0 |
Fred Hutchinson Cancer Research Center [Member] | MB-106 (CD20 CAR T) [Member] | Research and Clinical Trial Agreements [Member] | Mustang [Member] | ||
Research and development expense | 671 | 527 |
Columbia University [Member] | Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | ||
Research and development expense | 188 | 0 |
University of Oxford [Member] | Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | ||
Research and development expense | 79 | 0 |
University of California [Member] | Research and Clinical Trial Agreements [Member] | Oncogenuity [Member] | ||
Research and development expense | 56 | 0 |
University of Massachusetts [Member] | Research and Clinical Trial Agreements [Member] | Aevitas [Member] | ||
Research and development expense | 248 | 0 |
University of Pennsylvania [Member] | Research and Clinical Trial Agreements [Member] | Aevitas [Member] | ||
Research and development expense | $ 0 | $ 281 |
Intangibles (Schedule of Intang
Intangibles (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | |
Total Intangible assets - asset purchases | $ 19,003 | $ 18,606 | |
Accumulated amortization | (4,561) | (3,977) | |
Net intangible assets | $ 14,442 | $ 14,629 | $ 7,022 |
Minimum [Member] | |||
Intangible assets, estimated useful lives | 3 years | ||
Maximum [Member] | |||
Intangible assets, estimated useful lives | 7 years |
Intangibles (Schedule of JMC Re
Intangibles (Schedule of JMC Recognized Expense Related to its Product Licenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | $ 14,629 | |
Research and development | 126 | $ 250 |
Ending balance | 14,442 | $ 7,022 |
Journey [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | 14,629 | |
Additions: | 397 | |
Amortization expense | (584) | |
Ending balance | $ 14,442 |
Intangibles (Schedule of Future
Intangibles (Schedule of Future Amortization of Intangible Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | |||
Net intangible assets | $ 14,442 | $ 14,629 | $ 7,022 |
Journey [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Nine Months Ended December 31, 2021 | 1,890 | ||
Year Ended December 31, 2022 | 1,965 | ||
Year Ended December 31, 2023 | 1,964 | ||
Year Ended December 31, 2024 | 1,965 | ||
Year Ended December 31, 2025 | 1,964 | ||
Thereafter | 753 | ||
Sub-total | 10,501 | ||
Net intangible assets | 14,442 | $ 14,629 | |
Journey [Member] | Ximino [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Nine Months Ended December 31, 2021 | 764 | ||
Year Ended December 31, 2022 | 1,019 | ||
Year Ended December 31, 2023 | 1,019 | ||
Year Ended December 31, 2024 | 1,019 | ||
Year Ended December 31, 2025 | 1,019 | ||
Thereafter | 595 | ||
Sub-total | 5,435 | ||
Net intangible assets | 5,435 | ||
Journey [Member] | Exelderm [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Nine Months Ended December 31, 2021 | 417 | ||
Sub-total | 417 | ||
Net intangible assets | 417 | ||
Journey [Member] | Accutane [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Nine Months Ended December 31, 2021 | 709 | ||
Year Ended December 31, 2022 | 946 | ||
Year Ended December 31, 2023 | 945 | ||
Year Ended December 31, 2024 | 946 | ||
Year Ended December 31, 2025 | 945 | ||
Thereafter | 158 | ||
Sub-total | 4,649 | ||
Net intangible assets | 4,649 | ||
Journey [Member] | Anti-itch Product [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets not yet placed in service | $ 3,941 |
Debt and Interest (Narrative) (
Debt and Interest (Narrative) (Details) - USD ($) | Aug. 27, 2020 | Sep. 30, 2020 | Aug. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Aug. 29, 2020 |
Debt Instrument [Line Items] | |||||||
Debt instrument, stated interest rate | 11.00% | ||||||
Debt instrument, accrued interest | $ 1,880,000 | $ 2,378,000 | |||||
Debt issuance fees | 8,700,000 | ||||||
Total notes payable | 51,986,000 | $ 51,677,000 | |||||
Fair Value Adjustment of Warrants | 0 | 42,000 | |||||
Opus Credit Facility (2019 Notes) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of debt | $ 9,000,000 | ||||||
Letter of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, accrued interest | 9,000 | 15,000 | |||||
IDB Note Payable [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, accrued interest | 0 | 84,000 | |||||
2017 Subordinated Note Financing [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of debt | 28,400,000 | ||||||
Debt instrument, accrued interest | 0 | 1,084,000 | |||||
2017 Subordinated Note Financing One [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payment of debt issuance fees | 0 | 26,000 | |||||
Oaktree Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 60,000,000 | ||||||
Debt instrument, stated interest rate | 11.00% | ||||||
Debt instrument, accrued interest | 1,650,000 | 0 | |||||
Percentage of upfront commitment fee | 3.00% | ||||||
Upfront Commitment Fee | $ 1,800,000 | ||||||
Debt issuance fees | 1,800,000 | ||||||
Agency fees payment | 35,000 | ||||||
Payment of expenses to third parties | $ 2,500,000 | 2,500,000 | |||||
Exercise price of warrants | $ 3.20 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,749,450 | ||||||
Warrants, fair value | $ 4,400,000 | 4,400,000 | |||||
Payment of debt issuance fees | 13,000 | 0 | |||||
Oaktree Note [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,749,450 | ||||||
Mustang Horizon Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 15,000,000 | ||||||
Debt prepayment penalties | 600,000 | ||||||
Final payment fee | 800,000 | ||||||
Debt instrument, accrued interest | $ 100,000 | 0 | 341,000 | ||||
2018 Venture Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of debt | $ 21,700,000 | ||||||
Debt instrument, accrued interest | 0 | 433,000 | |||||
Payment of debt issuance fees | 0 | $ 7,000 | |||||
Journey [Member] | East West Bank ("EWB Loan") [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 7,500,000 | ||||||
Payment of debt issuance fees | 56,250 | ||||||
Legal fees | $ 100,000 | ||||||
Basis spread on variable rate | 1.00% | ||||||
Credit facility, amount outstanding | $ 0 | ||||||
Borrowing base as a percentage of accounts receivable | 85.00% | ||||||
Deferred loan origination fees | $ 100,000 |
Debt and Interest (Schedule of
Debt and Interest (Schedule of Debt) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Aug. 27, 2020 | |
Debt Instrument [Line Items] | |||
Total notes payable, gross | $ 60,000 | $ 60,000 | |
Less: Discount of notes payable | (8,014) | (8,323) | |
Total notes payable | $ 51,986 | $ 51,677 | |
Interest rate | 11.00% | ||
Maturity Date, description | August 31, 2025 | ||
Oaktree Note [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 11.00% |
Debt and Interest (Interest Exp
Debt and Interest (Interest Expense) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Sep. 30, 2020 | Aug. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||||
Interest expense, interest | $ 1,880 | $ 2,378 | |||
Amortization of fees | 309 | 747 | |||
Interest expense, Total | 2,189 | 3,125 | |||
Unamortized debt discount fees | 8,014 | $ 8,323 | |||
Opus Credit Facility (2019 Notes) [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of Debt | $ 9,000 | ||||
Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 9 | 15 | |||
Amortization of fees | 0 | 0 | |||
Interest expense, Total | 9 | 15 | |||
IDB Note Payable [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 0 | 84 | |||
Amortization of fees | 0 | ||||
Interest expense, Total | 0 | 84 | |||
2017 Subordinated Note Financing [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 0 | 1,084 | |||
Amortization of fees | 0 | 312 | |||
Interest expense, Total | 0 | 1,396 | |||
Repayments of Debt | 28,400 | ||||
Opus Credit Facility (2019 Notes) [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 0 | 269 | |||
Amortization of fees | 0 | 0 | |||
Interest expense, Total | 0 | 269 | |||
2018 Venture Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 0 | 433 | |||
Amortization of fees | 0 | 176 | |||
Interest expense, Total | 0 | 609 | |||
Repayments of Debt | $ 21,700 | ||||
Mustang Horizon Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | $ 100 | 0 | 341 | ||
Amortization of fees | 0 | 259 | |||
Interest expense, Total | 0 | 600 | |||
Oaktree Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 1,650 | 0 | |||
Amortization of fees | 309 | 0 | |||
Interest expense, Total | 1,959 | 0 | |||
NSC Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 221 | 150 | |||
Amortization of fees | 0 | 0 | |||
Interest expense, Total | 221 | 150 | |||
Other Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense, interest | 0 | 2 | |||
Amortization of fees | 0 | 0 | |||
Interest expense, Total | $ 0 | $ 2 |
Partner Company Convertible P_2
Partner Company Convertible Preferred Shares (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Stock offering, aggregate fees paid | $ 0 | $ 188 | ||
Unamortized debt discount fees | $ 8,014 | $ 8,014 | $ 8,323 | |
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | ||||
Preferred Stock, dividend rate percentage | 8.00% | |||
Common stock's average 10-day trading price discount percentage | 7.50% | |||
Stock offering, sales agreement termination date | May 31, 2021 | |||
Stock offering, number of shares issued | 501,480 | |||
Stock offering, price per share | $ 25 | $ 25 | ||
Stock offering, gross proceeds | $ 12,500 | |||
Stock offering, aggregate fees paid | 1,200 | |||
Payments of other stock issuance costs | 100 | |||
Sale of stock, net proceeds | 11,200 | |||
Partner company share-settled notes | $ 12,500 | 12,500 | ||
Unamortized debt discount fees | 1,300 | $ 1,300 | ||
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | National Securities Corporation ("NSC") [Member] | ||||
Placement agent fee as a percentage of gross proceeds | 10.00% | |||
Percentage of common stock into which the Journey Preferred A converts | 5.00% | |||
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | Preferred Stock has not been Converted into Journey Common Stock [Member] | ||||
Preferred stock offering, aggregate proceeds | 25,000 | |||
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | Sale of Journey or a Qualified Financing [Member] | National Securities Corporation ("NSC") [Member] | ||||
Percentage of common stock for which the Preferred A is exchanged | 5.00% | |||
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | Maximum [Member] | ||||
Preferred stock offering, aggregate proceeds | $ 30,000 | |||
8% Cumulative Convertible Class A Preferred Stock [Member] | Journey [Member] | Minimum [Member] | ||||
Preferred stock offering, aggregate proceeds | $ 12,500 |
Accrued Liabilities and other_3
Accrued Liabilities and other Long-Term Liabilities (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Initial discount for imputed interest | $ 200,000 | $ 200,000 | |
Long-term notes payable, net (Journey) | $ 51,986,000 | 51,677,000 | |
Effective interest rate used to calculated imputed interest discount (in percent) | 4.00% | ||
Period of effective interest rate considered for calculation of imputed interest discount (in years) | 3 years | ||
Amortization of interest discount | $ 309,000 | $ 747,000 | |
Ximino [Member] | |||
Initial discount for imputed interest | 1,200,000 | 1,400,000 | |
Notes payable, short-term | 2,000,000 | 2,000,000 | |
Oral Acne Product (Isotretinoin) [Member] | |||
Notes payable, short-term | 1,500,000 | 500,000 | |
Anti-itch Product [Member] | |||
Initial discount for imputed interest | $ 37,000 | 100,000 | |
Effective interest rate used to calculated imputed interest discount (in percent) | 4.25% | ||
Period of effective interest rate considered for calculation of imputed interest discount (in years) | 3 years | ||
Notes payable, short-term | $ 2,000,000 | $ 2,800,000 |
Accrued Liabilities and other_4
Accrued Liabilities and other Long-Term Liabilities (Schedule of Accrued Expenses and Other Long-Term Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accrued expenses: | ||
Professional fees | $ 1,592 | $ 1,236 |
Salaries, bonus and related benefits | 5,983 | 6,701 |
Research and development | 4,234 | 5,007 |
Research and development - manufacturing | 0 | 518 |
Research and development - license maintenance fees | 564 | 461 |
Research and development - milestones | 600 | 600 |
Accrued royalties payable | 2,048 | 2,682 |
Accrued coupon expense | 10,944 | 10,869 |
Other | 1,846 | 1,188 |
Total accrued expenses | 27,811 | 29,262 |
Other long-term liabilities: | ||
Deferred rent and long-term lease abandonment charge | 1,903 | 1,949 |
Partner company note payable, long-term | 5,613 | 7,359 |
Total other long-term liabilities and partner company note payable, long-term | 7,516 | 9,308 |
Ximino [Member] | ||
Other long-term liabilities: | ||
Total other long-term liabilities and partner company note payable, long-term | 3,790 | 3,622 |
Oral Acne Product (Isotretinoin) [Member] | ||
Other long-term liabilities: | ||
Total other long-term liabilities and partner company note payable, long-term | 1,823 | 2,792 |
Anti-itch Product [Member] | ||
Other long-term liabilities: | ||
Total other long-term liabilities and partner company note payable, long-term | $ 0 | $ 945 |
Non-Controlling Interests (Sche
Non-Controlling Interests (Schedule of Non-Controlling Interests in Consolidated Entities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 155,567 | $ 153,120 | |
Net loss attributable to non-controlling interests | (17,244) | $ (11,698) | (56,459) |
Non-controlling interests in consolidated entities | 138,323 | 96,661 | |
FBIO Acquisition Corp VIII [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | (99) | (7) | |
Net loss attributable to non-controlling interests | (28) | (27) | |
Non-controlling interests in consolidated entities | $ (127) | $ (34) | |
Non-controlling ownership | 24.00% | 10.00% | |
Aevitas [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (3,874) | $ (2,370) | |
Net loss attributable to non-controlling interests | (318) | (823) | |
Non-controlling interests in consolidated entities | $ (4,192) | $ (3,193) | |
Non-controlling ownership | 46.00% | 39.00% | |
Avenue [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 1,915 | $ 5,800 | |
Net loss attributable to non-controlling interests | (773) | (3,974) | |
Non-controlling interests in consolidated entities | $ 1,142 | $ 1,826 | |
Non-controlling ownership | 77.40% | 77.40% | |
Baergic [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (1,838) | $ (1,662) | |
Net loss attributable to non-controlling interests | (12) | (97) | |
Non-controlling interests in consolidated entities | $ (1,850) | $ (1,759) | |
Non-controlling ownership | 39.50% | 39.50% | |
Cellvation [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (1,313) | $ (1,089) | |
Net loss attributable to non-controlling interests | (39) | (182) | |
Non-controlling interests in consolidated entities | $ (1,352) | $ (1,271) | |
Non-controlling ownership | 22.10% | 22.10% | |
Checkpoint [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 48,130 | $ 41,704 | |
Net loss attributable to non-controlling interests | (4,588) | (13,265) | |
Non-controlling interests in consolidated entities | $ 43,542 | $ 28,439 | |
Non-controlling ownership | 80.40% | 80.40% | |
Coronado SO [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (290) | $ (290) | |
Net loss attributable to non-controlling interests | 0 | 0 | |
Non-controlling interests in consolidated entities | $ (290) | $ (290) | |
Non-controlling ownership | 13.00% | 13.00% | |
Cyprium [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (1,033) | $ 567 | |
Net loss attributable to non-controlling interests | (478) | (1,478) | |
Non-controlling interests in consolidated entities | $ (1,511) | $ (911) | |
Non-controlling ownership | 29.80% | 30.50% | |
Helocyte [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (5,210) | $ (4,986) | |
Net loss attributable to non-controlling interests | (53) | (259) | |
Non-controlling interests in consolidated entities | $ (5,263) | $ (5,245) | |
Non-controlling ownership | 18.30% | 18.80% | |
JMC [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 1,076 | $ 138 | |
Net loss attributable to non-controlling interests | 35 | 491 | |
Non-controlling interests in consolidated entities | $ 1,111 | $ 629 | |
Non-controlling ownership | 12.00% | 7.10% | |
Mustang [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 119,322 | $ 116,060 | |
Net loss attributable to non-controlling interests | (10,862) | (36,429) | |
Non-controlling interests in consolidated entities | $ 108,460 | $ 79,631 | |
Non-controlling ownership | 81.30% | 80.90% | |
Oncogenuity [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (507) | $ (82) | |
Net loss attributable to non-controlling interests | (128) | (376) | |
Non-controlling interests in consolidated entities | $ (635) | $ (458) | |
Non-controlling ownership | 25.30% | 25.30% | |
Tamid [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (712) | $ (663) | |
Net loss attributable to non-controlling interests | 0 | (40) | |
Non-controlling interests in consolidated entities | $ (712) | $ (703) | |
Non-controlling ownership | 22.80% | 22.80% |
Net Loss per Common Share (Sche
Net Loss per Common Share (Schedule of Diluted Weighted Average Shares Outstanding) (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 22,057,156 | 18,659,296 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 4,579,954 | 2,653,234 |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 853,490 | 1,210,502 |
Unvested Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 16,391,786 | 14,307,564 |
Unvested Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 231,926 | 487,996 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | Aug. 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Aug. 27, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 3,773,000 | $ 3,400,000 | |||
Stock options, unrecognized compensation expense | 0 | ||||
Stock-based compensation expense | $ 3,773,000 | 3,400,000 | |||
Outstanding warrants | 4,530,621 | 4,590,621 | |||
Oaktree Note [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of market price of common stock for additional warrants | 95.00% | ||||
Warrants expiration date | Aug. 27, 2030 | ||||
Fair value assumptions, expected term | 10 years | ||||
Fair value assumptions, expected volatility rate | 0.868% | ||||
Fair value assumptions, risk free interest rate | 0.74% | ||||
Fair value assumptions, expected return | $ 4,800,000 | ||||
Warrants, fair value | $ 4,400,000 | $ 4,400,000 | |||
Research and Development Expense [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | 1,200,000 | 900,000 | |||
General and Administrative Expense [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 2,600,000 | 2,500,000 | |||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Predetermined fair value percentage during offering period | 85.00% | ||||
Shares purchased in connection with the ESPP offering | 577,301 | ||||
Number of shares available for future issuance | 422,699 | ||||
Stock-based compensation expense | $ 34,000 | 18,000 | |||
Restricted Stock Awards and Restricted Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares Granted | 2,330,678 | ||||
Unrecognized compensation expense for awards other than options | $ 21,800,000 | $ 17,900,000 | |||
Weighted average grant price, Granted | $ 3.17 | ||||
Share-based compensation, period for recognition of expense | 3 years 7 months 6 days | 4 years 2 months 12 days |
Stockholders' Equity (Capital R
Stockholders' Equity (Capital Raises) (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 23, 2020 | Jan. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, aggregate fees paid | $ 0 | $ 188 | |||
Preferred Stock, liquidation preference per share | $ 25 | $ 25 | |||
Journey [Member] | 8% Cumulative Convertible Class A Preferred Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 501,480 | ||||
Sale of Stock, Price Per Share | $ 25 | ||||
Stock offering, gross proceeds | $ 12,500 | ||||
Stock offering, aggregate fees paid | 1,200 | ||||
Sale of stock, net proceeds | $ 11,200 | ||||
Preferred Stock, dividend rate percentage | 8.00% | ||||
At the Market Offering [Member] | MLV & Co. and FBR Capital Markets & Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 0 | 2,300,000 | |||
Sale of Stock, Price Per Share | $ 2.59 | ||||
Stock offering, gross proceeds | $ 6,100 | ||||
Stock offering, aggregate fees paid | $ 200 | ||||
At the Market Offering [Member] | Checkpoint [Member] | Common Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 7,025,309 | ||||
Sale of Stock, Price Per Share | $ 3.50 | ||||
Stock offering, gross proceeds | $ 24,600 | ||||
Sale of stock, net proceeds | $ 23,900 | ||||
At the Market Offering [Member] | Checkpoint [Member] | Common Stock [Member] | Founders Agreement [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 175,625 | ||||
Sale of Stock, Price Per Share | $ 3.61 | ||||
At the Market Offering [Member] | Mustang [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of Shares issuable for At-the-Market offering | 63,688 | ||||
At the Market Offering [Member] | Mustang [Member] | Common Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 11,600,000 | 1,200,000 | |||
Sale of Stock, Price Per Share | $ 4.17 | $ 3.93 | |||
Stock offering, gross proceeds | $ 48,400 | $ 5,000 | |||
Stock offering, aggregate fees paid | 900 | 100 | |||
Sale of stock, net proceeds | $ 47,500 | $ 4,900 | |||
At the Market Offering [Member] | Mustang [Member] | Common Stock [Member] | Founders Agreement [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, number of shares issued | 325,221 | 31,220 | |||
Sale of Stock, Price Per Share | $ 4.16 | $ 4 | |||
Shelf Registration Statement [Member] | Checkpoint [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Amount available for future stock offerings | $ 71,300 | ||||
Shelf Registration Statement [Member] | Mustang [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock offering, aggregate offering permitted by the agreement | $ 100,000 | ||||
Amount available for future stock offerings | $ 37,800 |
Stockholders' Equity (Stock-Bas
Stockholders' Equity (Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 3,773 | $ 3,400 |
Avenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 114 | 215 |
Checkpoint [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 774 | 639 |
Mustang [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 996 | 805 |
Other Partners [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 34 | 69 |
Employee Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,488 | 1,217 |
Executive Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 345 | 401 |
Non-Employee Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 22 | $ 54 |
Stockholders' Equity (Stock Opt
Stockholders' Equity (Stock Option Activities) (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options vested and expected to vest, Number of shares | 1,053,490 | |
Number of shares, Forfeited | (25,000) | |
Options vested and expected to vest, Number of shares | 1,028,490 | 1,053,490 |
Options vested and expected to vest, Weighted average exercise price | $ 5.02 | |
Weighted average exercise price, Forfeited | 4.88 | |
Options vested and expected to vest, Weighted average exercise price | $ 5.02 | $ 5.02 |
Total weighted average intrinsic value, Options vested and expected to vest | $ 647,482 | |
Total weighted average intrinsic value, Options vested and expected to vest | $ 807,138 | $ 647,482 |
Options vested and expected to vest, Weighted average contractual life | 2 years 4 months 24 days | 2 years 7 months 17 days |
Stockholders' Equity (Restricte
Stockholders' Equity (Restricted Stock Awards and Restricted Stock Units) (Details) - Restricted Stock Awards and Restricted Stock Units [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares, Unvested balance | 17,562,931 | 15,507,504 |
Number of shares Granted | 2,330,678 | |
Number of shares, Vested | (236,668) | |
Number of shares, Forfeited | (38,583) | |
Weighted average grant price, Unvested balance | $ 2.57 | $ 2.49 |
Weighted average grant price, Granted | 3.17 | |
Weighted average grant price, Vested | 2.75 | |
Weighted average exercise price, Forfeited | $ 3.48 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule of Warrant activities) (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Outstanding warrants | 4,530,621 | 4,590,621 |
Warrants forfeited, Number of shares | (60,000) | |
Warrants exercisable, Number of shares | 4,370,621 | |
Warrants outstanding, Weighted average exercise price | $ 3.20 | $ 3.17 |
Warrants forfeited, Weighted average exercise price | 1.37 | |
Warrants exercisable, Weighted average exercise price | $ 3.23 | |
Warrants outstanding, Weighted average intrinsic value | $ 1,820,564 | $ 607,848 |
Warrants forfeited, Weighted average intrinsic value | 0 | |
Warrants exercisable, Weighted average intrinsic value | $ 1,607,964 | |
Warrants, Weighted average remaining contractual life | 4 years 7 months 28 days | 4 years 10 months 6 days |
Warrants exercisable, Weighted average remaining contractual life | 4 years 7 months 9 days |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) $ in Millions | Mar. 31, 2021USD ($) |
Indemnification Agreement [Member] | |
Loss Contingencies [Line Items] | |
Loss contingency, estimate of possible loss | $ 35 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Jun. 12, 2020 | |
Related Party Transaction [Line Items] | |||
Revenue from TGTX | $ 68,000 | $ 972,000 | |
Debt instrument, stated interest rate | 11.00% | ||
Interest paid | $ 2,189,000 | 3,125,000 | |
Avenue [Member] | |||
Related Party Transaction [Line Items] | |||
Remaining funding commitment | $ 800,000 | ||
2018 Venture Notes [Member] | |||
Related Party Transaction [Line Items] | |||
Interest paid | 0 | 609,000 | |
2017 Subordinated Note Financing [Member] | |||
Related Party Transaction [Line Items] | |||
Interest paid | $ 0 | 1,396,000 | |
Chief Executive Officer (Dr. Rosenwald) [Member] | |||
Related Party Transaction [Line Items] | |||
Interest own in percent by principal stockholder or director | 10.80% | ||
Executive Vice Chairman [Member] | |||
Related Party Transaction [Line Items] | |||
Interest own in percent by principal stockholder or director | 11.60% | ||
Shared Services Agreement [Member] | TGTX [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | $ 100,000 | 100,000 | |
Proceeds from Related Party Agreement | 100,000 | 100,000 | |
Desk Share Agreements [Member] | TGTX and OPPM [Member] | New York, NY Office Space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | 0 | ||
Total payment for rent | 700,000 | 700,000 | |
Desk Share Agreements [Member] | OPPM [Member] | New York, NY Office Space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | 0 | 0 | |
Desk Share Agreements [Member] | TGTX [Member] | New York, NY Office Space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | 400,000 | 400,000 | |
Desk Share Agreements [Member] | TGTX [Member] | Waltham office space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | 28,000 | 29,000 | |
Total payment for rent | 100,000 | $ 100,000 | |
InvaGen [Member] | Avenue [Member] | |||
Related Party Transaction [Line Items] | |||
Credit facility, amount outstanding | $ 0 | ||
Debt instrument, stated interest rate | 7.00% | ||
Maximum borrowing capacity | $ 2,000,000 | ||
Remaining funding commitment | $ 1,200,000 |
Related Party Transactions (PIK
Related Party Transactions (PIK Dividend or Equity Fee Payable) (Details) | Feb. 08, 2019 | Mar. 31, 2021 |
Helocyte [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Mar. 20, 2015 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Avenue [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Feb. 17, 2015 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 0.00% | |
Mustang [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Mar. 13, 2015 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Checkpoint [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Mar. 17, 2015 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 0.00% | |
Annual equity fee as a percentage of fully diluted outstanding capitalization | 2.50% | |
Cellvation [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Oct. 31, 2016 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Baergic [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Dec. 17, 2019 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Cyprium [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Mar. 13, 2017 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Aevitas [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Jul. 28, 2017 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% | |
Oncogenuity [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Apr. 22, 2020 | |
Dividends Paid in kind percentage | 2.50% | |
FBIO Acquisition Corp VIII [Member] | ||
Related Party Transaction [Line Items] | ||
Effective date | Nov. 7, 2017 | |
PIK dividend as a percentage of fully diluted outstanding capitalization | 0.00% | |
Minimum [Member] | InvaGen [Member] | SPMA [Member] | Avenue [Member] | ||
Related Party Transaction [Line Items] | ||
Percentage of common shares acquired in the Stock Purchase Transaction for the rights to exist | 75.00% |
Related Party Transactions (Man
Related Party Transactions (Management Services Agreement) (Details) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Related Party Transaction [Line Items] | |
Fortress - MSA Income | $ (4,500) |
Helocyte [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 20, 2015 |
Consolidated (income) expense | $ 500 |
Avenue [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Feb. 17, 2015 |
Mustang [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2015 |
Consolidated (income) expense | $ 500 |
Checkpoint [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 17, 2015 |
Consolidated (income) expense | $ 500 |
Cellvation [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Oct. 31, 2016 |
Consolidated (income) expense | $ 500 |
Baergic [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 9, 2017 |
Consolidated (income) expense | $ 500 |
Cyprium [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2017 |
Consolidated (income) expense | $ 500 |
Aevitas [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Jul. 28, 2017 |
Consolidated (income) expense | $ 500 |
Oncogenuity [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Feb. 10, 2017 |
Consolidated (income) expense | $ 500 |
FBIO Acquisition Corp VIII [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Nov. 7, 2017 |
Consolidated (income) expense | $ 500 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2021segment | |
Segment Information | |
Number of reportable segment | 2 |
Segment Information (Schedule o
Segment Information (Schedule of Segment Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net Revenue | $ 11,587 | $ 12,918 | |
Direct cost of goods | (3,908) | (3,810) | |
Sales and marketing costs | (5,070) | (4,679) | |
Research and development | (20,154) | (15,117) | |
General and administrative | (12,472) | (10,840) | |
Other income (expense) | 3,951 | (2,540) | |
Net loss | (26,066) | (24,068) | |
Intangible asset, net | 14,442 | 7,022 | $ 14,629 |
Tangible assets | 376,601 | 221,737 | |
Total assets | 391,043 | 228,759 | $ 328,834 |
Dermatology Products Sales [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Revenue | 10,719 | 11,946 | |
Direct cost of goods | (3,908) | (3,810) | |
Sales and marketing costs | (5,070) | (4,679) | |
Research and development | 0 | 0 | |
General and administrative | (1,156) | (953) | |
Other income (expense) | (221) | (207) | |
Net loss | 364 | 2,297 | |
Intangible asset, net | 14,442 | 7,022 | |
Tangible assets | 42,200 | 23,550 | |
Total assets | 56,642 | 30,572 | |
Pharmaceutical and Biotechnology Product Development [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Revenue | 868 | 972 | |
Direct cost of goods | 0 | 0 | |
Sales and marketing costs | 0 | 0 | |
Research and development | (20,154) | (15,117) | |
General and administrative | (11,316) | (9,887) | |
Other income (expense) | 4,172 | (2,333) | |
Net loss | (26,430) | (26,365) | |
Intangible asset, net | 0 | 0 | |
Tangible assets | 334,401 | 198,187 | |
Total assets | $ 334,401 | $ 198,187 |
Revenues from Contracts and S_3
Revenues from Contracts and Significant Customers (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 10,719 | $ 11,946 |
Customer one [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Accounts Receivable, Net | 5,400 | |
Customer Two [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Accounts Receivable, Net | $ 2,500 | |
Dermatology Products Sales [Member] | Customer Concentration Risk [Member] | Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Dermatology Products Sales [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Dermatology Products Sales [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Dermatology Products Sales [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk, percentage | 10.00% |
Revenues from Contracts and S_4
Revenues from Contracts and Significant Customers (Company's product revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues from Contracts and Significant Customers | ||
Product revenue, net | $ 10,719 | $ 11,946 |
Collaboration revenue | 800 | 0 |
Revenue - related party | 68 | 972 |
Net revenue | $ 11,587 | $ 12,918 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Income taxes | |
Minimum ownership interest in subsidiaries for consolidated income tax return | 80.00% |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) $ in Millions | May 13, 2021 | Feb. 24, 2021 |
Sentynl Therapeutics, Inc [Member] | Cyprium [Member] | ||
Subsequent Event [Line Items] | ||
Payment of Upfront Fees | $ 8 | |
Payments of Milestone | $ 12 | |
Subsequent Events [Member] | Demira, Inc [Member] | Journey [Member] | ||
Subsequent Event [Line Items] | ||
Payment of Upfront Fees | $ 12.5 | |
Payments of Milestone | $ 144 | |
Percentage of royalty amounts diminution in the event of loss of exclusivity | 50.00% |