Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 09, 2022 | |
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, 2022 | |
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 | 1111 Kane Concourse Suite 301 | |
Entity Address, City or Town | Bay Harbor Island | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33154 | |
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 | 2022 | |
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 | 107,413,121 | |
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 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 287,511 | $ 305,744 |
Accounts receivable, net | 31,183 | 23,112 |
Inventory | 16,137 | 9,862 |
Other receivables - related party | 631 | 678 |
Prepaid expenses and other current assets | 5,724 | 7,066 |
Total current assets | 341,186 | 346,462 |
Property, plant and equipment, net | 14,430 | 15,066 |
Operating lease right-of-use asset, net | 18,565 | 19,005 |
Restricted cash | 2,220 | 2,220 |
Intangible asset, net | 30,457 | 12,552 |
Other assets | 1,072 | 1,198 |
Total assets | 407,930 | 396,503 |
Current liabilities | ||
Accounts payable and accrued expenses | 91,268 | 90,660 |
Deferred revenue | 2,034 | 2,611 |
Income taxes payable | 346 | 345 |
Operating lease liabilities, short-term | 2,129 | 2,104 |
Partner company line of credit | 0 | 812 |
Partner company installment payments - licenses, short-term (net of imputed interest of $637 and $490 as of March 31, 2022 and December 31, 2021, respectively) | 7,363 | 4,510 |
Total current liabilities | 103,140 | 101,042 |
Notes payable, long-term (net of debt discount of $10,994 and $7,063 as of March 31, 2022 and December 31, 2021, respectively) | 85,056 | 42,937 |
Operating lease liabilities, long-term | 20,454 | 20,987 |
Partner company installment payments - licenses, long-term (net of imputed interest of $284 and $373 as of March 31, 2022 and December 31, 2021, respectively) | 3,716 | 3,627 |
Other long-term liabilities | 1,986 | 2,033 |
Total liabilities | 214,352 | 170,626 |
Commitments and contingencies (Note 12) | ||
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, 2022 and December 31, 2021, respectively, liquidation value of $25.00 per share | 3 | 3 |
Common stock, $.001 par value, 170,000,000 shares authorized, 106,321,875 and 101,435,505 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 106 | 101 |
Additional paid-in-capital | 660,973 | 656,033 |
Accumulated deficit | (563,223) | (547,463) |
Total stockholders' equity attributed to the Company | 97,859 | 108,674 |
Non-controlling interests | 95,719 | 117,203 |
Total stockholders' equity | 193,578 | 225,877 |
Total liabilities and stockholders' equity | $ 407,930 | $ 396,503 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Unaudited Condensed Consolidated Balance Sheets | ||
Imputed interest related to partner company installment payments - licenses, Current | $ 637 | $ 490 |
Notes payable, debt discount | 10,994 | 7,063 |
Imputed interest related to partner company installment payments - licenses, Noncurrent | $ 284 | $ 373 |
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 15,000,000 | 15,000,000 |
Preferred Stock, shares issued | 3,427,138 | 3,427,138 |
Preferred Stock shares designated | 5,000,000 | 5,000,000 |
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 | 170,000,000 | 170,000,000 |
Common Stock, shares issued | 106,321,875 | 101,435,505 |
Common Stock, shares outstanding | 106,321,875 | 101,435,505 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue | ||
Product revenue, net | $ 20,796 | $ 10,719 |
Collaboration revenue | 577 | 800 |
Revenue - related party | 52 | 68 |
Other revenue | 2,500 | |
Net revenue | 23,925 | 11,587 |
Operating expenses | ||
Cost of goods sold - product revenue | 8,203 | 3,908 |
Research and development | 36,722 | 20,028 |
Research and development - licenses acquired | 126 | |
Selling, general and administrative | 26,270 | 17,542 |
Total operating expenses | 71,195 | 41,604 |
Loss from operations | (47,270) | (30,017) |
Other income (expense) | ||
Interest income | 142 | 227 |
Interest expense and financing fee | (2,350) | (2,189) |
Change in fair value of investments | 0 | 5,913 |
Total other income (expense) | (2,208) | 3,951 |
Net loss | (49,478) | (26,066) |
Net loss attributable to non-controlling interests | 33,718 | 17,244 |
Net loss attributable to common stockholders | $ (15,760) | $ (8,822) |
Net loss per common share - basic | $ (0.57) | $ (0.32) |
Net loss per common share - diluted | (0.32) | |
Net loss per common share attributable to non-controlling interests - basic | (0.39) | (0.21) |
Net loss per common share attributable to non-controlling interests - diluted | (0.39) | (0.21) |
Net income (loss) per common share attributable to common stockholders - basic | (0.18) | (0.11) |
Net income (loss) per common share attributable to common stockholders - diluted | $ (0.18) | $ (0.11) |
Weighted average common shares outstanding - basic | 86,255,142 | 80,851,671 |
Weighted average common shares outstanding - diluted | 86,255,142 | 80,851,671 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Changes in Stockholders Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Non-Controlling Interests [Member] | Total |
Balance at Dec. 31, 2020 | $ 3 | $ 95 | $ 583,000 | $ (482,760) | $ 96,661 | $ 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 partner company's 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 | 126 | ||||
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) | ||||
Balance at Mar. 31, 2021 | $ 3 | $ 97 | 597,384 | (491,582) | 138,323 | 244,225 |
Balance (in shares) at Mar. 31, 2021 | 3,427,138 | 97,263,054 | ||||
Balance at Dec. 31, 2021 | $ 3 | $ 101 | 656,033 | (547,463) | 117,203 | 225,877 |
Balance (in shares) at Dec. 31, 2021 | 3,427,138 | 101,435,505 | ||||
Stock-based compensation expense | 5,563 | 5,563 | ||||
Issuance of common stock related to equity plans | $ 3 | (3) | ||||
Issuance of common stock related to equity plans (in shares) | 2,469,969 | |||||
Issuance of common stock for at-the-market offering, net | $ 2 | 4,224 | 4,226 | |||
Issuance of common stock for at-the-market offering, net (in shares) | 2,416,401 | |||||
Preferred A dividends declared and paid | (2,008) | (2,008) | ||||
Partner company's at-the-market offering, net | 10,783 | 10,783 | ||||
Issuance of common stock under partner company's ESPP | 116 | 116 | ||||
Partner company's dividends declared and paid | (187) | (187) | ||||
Partner company's net settlement of shares withheld for taxes | (1,698) | (1,698) | ||||
Partner company's warrants issued in conjunction with debt | 384 | 384 | ||||
Non-controlling interest in partner companies | (12,234) | 12,234 | ||||
Net loss attributable to non-controlling interest | (33,718) | (33,718) | ||||
Net loss attributable to common stockholders | (15,760) | (15,760) | ||||
Balance at Mar. 31, 2022 | $ 3 | $ 106 | $ 660,973 | $ (563,223) | $ 95,719 | $ 193,578 |
Balance (in shares) at Mar. 31, 2022 | 3,427,138 | 106,321,875 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (49,478) | $ (26,066) |
Reconciliation of net loss to net cash used in operating activities: | ||
Depreciation expense | 739 | 603 |
Bad debt (reserve) expense | (76) | 70 |
Amortization of debt discount | 389 | 309 |
Non-cash interest | 203 | 221 |
Amortization of product revenue license fee | 1,017 | 584 |
Amortization of operating lease right-of-use assets | 440 | 415 |
Stock-based compensation expense | 5,563 | 3,773 |
Issuance of partner company's common shares for research and development expenses | 0 | 126 |
Change in fair value of investment in Caelum | 0 | (5,913) |
Increase (decrease) in cash and cash equivalents resulting from changes in operating assets and liabilities: | ||
Accounts receivable | (7,995) | (160) |
Inventory | (234) | (887) |
Other receivables - related party | 47 | (105) |
Prepaid expenses and other current assets | 1,342 | 1,206 |
Other assets | 126 | (108) |
Accounts payable and accrued expenses | 2,188 | (2,457) |
Deferred revenue | (577) | 7,200 |
Income taxes payable | 1 | 0 |
Lease liabilities | (508) | (453) |
Other long-term liabilities | (47) | (46) |
Net cash used in operating activities | (46,860) | (21,688) |
Cash Flows from Investing Activities: | ||
Purchase of property and equipment | (1,337) | (458) |
Acquisition of VYNE products | (20,000) | 0 |
Net cash used in investing activities | (21,337) | (458) |
Cash Flows from Financing Activities: | ||
Payment of Series A perpetual preferred stock dividends | (2,008) | (2,007) |
Proceeds from issuance of common stock for at-the-market offering, net | 4,226 | 0 |
Proceeds from partner companies' ESPP | 116 | 158 |
Partner company's dividends declared and paid | (187) | (187) |
Payment of costs related to partner company's sale of stock | (371) | 0 |
Proceeds from partner companies' at-the-market offering, net | 10,783 | 71,363 |
Payment of costs related to partner company's preferred stock offering | 0 | (13) |
Proceeds from exercise of partner companies' equity grants | 0 | 7 |
Partner company's net settlement of shares withheld for taxes | (1,698) | 0 |
Payment of debt issuance costs associated with Oaktree Note | 0 | (13) |
Repayment of partner company installment payments - licenses | (2,000) | (1,800) |
Payment of debt issuance costs associated with partner company convertible preferred shares | (214) | 11,184 |
Proceeds from partner company long-term debt | 45,000 | 0 |
Payment of debt issuance costs associated with partner company long-term debt | (2,871) | 0 |
Repayment of partner company's line of credit | (812) | 0 |
Net cash provided by financing activities | 49,964 | 78,692 |
Net (decrease) increase in cash and cash equivalents and restricted cash | (18,233) | 56,546 |
Cash and cash equivalents and restricted cash at beginning of period | 307,964 | 234,996 |
Cash and cash equivalents and restricted cash at end of period | 289,731 | 291,542 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 1,556 | 1,670 |
Cash paid for tax | 107 | 0 |
Supplemental disclosure of non-cash financing and investing activities: | ||
Settlement of restricted stock units into common stock | 3 | 2 |
Unpaid fixed assets | 36 | 545 |
Partner company's unpaid intangible assets | 4,740 | 400 |
Unpaid partner company's at-the-market offering cost | 0 | 25 |
Unpaid partner company's debt offering cost | 1,065 | 135 |
Partner company derivative warrant liability associated with partner company convertible preferred shares | 0 | 362 |
Partner company's warrants issued in conjunction with debt | $ 384 | $ 0 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2022 | |
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, Mayo Foundation for Medical Education and Research, AstraZeneca plc and Dr. Reddyās Laboratories, Ltd. 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, four partner companies are publicly-traded, and two have consummated strategic partnerships with industry leaders AstraZeneca plc as successor-in-interest to Alexion Pharmaceuticals, Inc., (āAstraZenecaā) and Sentynl Therapeutics, Inc. (āSentynlā). Our subsidiary and partner companies that are pursuing development and/or commercialization of biopharmaceutical products and product candidates include Aevitas Therapeutics, Inc. (āAevitasā), Baergic Bio, Inc. (āBaergicā), Caelum Biosciences, Inc. (āCaelumā), Cellvation, Inc. (āCellvationā), Checkpoint Therapeutics, Inc. (āCheckpointā), Cyprium Therapeutics, Inc. (āCypriumā), Helocyte, Inc. (āHelocyteā), Journey Medical Corporation (āJourneyā or āJMCā), Mustang Bio, Inc. (āMustangā), Oncogenuity, Inc. (āOncogenuityā) and UR-1 Therapeutics, Inc. (āUR-1ā). As used throughout this filing, the words āweā, āusā and āourā may refer to Fortress individually or together with our affiliates and partners, and the word āpartnerā refers to either entities that are publicy traded and in which we own or control a majority of the ownership position or third party entities with whom we have a significant business relationship, each as dictated by context. We refer to private companies in which we own or control a majority of the ownership position as our subsidiaries; however instances of either term should be read as applying to either or both as dictated by context. 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 experienced minimal impact on its development timelines, revenue levels and its liquidity due to the worldwide spread of COVID-19. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
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 28, 2022 (the ā2021 Form 10-Kā), from which the Company derived the balance sheet data at December 31, 2021, as well as Checkpointās Form 10-K, filed with the SEC on March 28, 2022, Mustangās Form 10-K, filed with the SEC on March 23, 2022, Avenueās Form 10-K, filed with the SEC on March 25, 2022, and Journeyās Form 10-K, filed with the SEC on March 28, 2022. 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. Restricted Cash The Company records cash held in trust or pledged to secure certain debt obligations as restricted cash. As of March 31, 2022 and December 31, 2021, the Company had $2.2 million of restricted cash representing pledges to secure letters of credit in connection with certain office leases. ā The following table provides a reconciliation of cash, cash equivalents, and restricted cash from the unaudited condensed consolidated balance sheets to the unaudited condensed consolidated statements of cash flows at March 31, 2022, and 2021: ā ā ā ā ā ā ā ā ā ā March 31, ā ā 2022 ā 2021 Cash and cash equivalents $ 287,511 $ 289,897 Restricted cash ā 2,220 ā 1,645 Total cash and cash equivalents and restricted cash ā $ 289,731 ā $ 291,542 ā Significant Accounting Policies There have been no material changes in the Companyās significant accounting policies to those previously disclosed in the 2021 Form 10-K. Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) Derivatives and Hedging-Contracts in Entityās Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entityās Own Equity In June 2016, the FASB issued ASU 2016-13, Financial Instruments ā Credit Losses |
Collaboration and Stock Purchas
Collaboration and Stock Purchase Agreements | 3 Months Ended |
Mar. 31, 2022 | |
Collaboration and Stock Purchase Agreements | |
Collaboration and Stock Purchase Agreements | 3. Collaboration and Stock Purchase Agreements Cyprium Agreement with Sentynl 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, 2022, 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 In connection with the $8.0 million upfront payment from Sentynl, the Company is recognizing revenue using an input method based upon the costs incurred to date in relation to the total estimated costs to complete the development activities. Accordingly, revenue is being recognized over the period in which the development activities are expected to occur. For the three month period ending March 31, 2022 and 2021, the company recognized revenue of $0.6 million and $0.8 million, respectively. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2022 | |
Inventory | |
Inventory | 4. Inventory ā ā ā ā ā ā ā ā March 31, December 31, ($ in thousands) 2022 ā 2021 ā ā ā ā ā Raw materials $ 8,357 ā $ 5,572 Work-in-process 533 ā ā Finished goods 7,297 ā 4,290 Inventory reserve ā (50) ā ā ā Total inventories $ 16,137 ā $ 9,862 ā At March 31, 2022 included in finished goods inventory is a step up of $0.6 million related to the Vyne Product Acquisition (as defined in Note 6). This amount will be expensed within cost of sales as the inventory is sold to customers. For additional information on Journeyās acquisition of Vyne Products, please refer to Note 6. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment | |
Property, Plant and Equipment | 5. Property, Plant and Equipment Fortressā property, plant and equipment consisted of the following: ā ā ā ā ā ā ā ā ā ā ā ā Useful Life March 31, December 31, ($ in thousands) ā (Years) ā 2022 ā 2021 ā ā ā Computer equipment ā 3 ā $ 743 ā $ 739 Furniture and fixtures ā 5 ā 1,387 ā 1,387 Machinery & equipment ā 5 ā 6,634 ā 6,550 Leasehold improvements ā 2 15 ā 13,175 ā 13,175 Buildings ā ā 40 ā ā 581 ā ā 581 Construction in progress 1 ā N/A ā 2,043 ā 2,028 Total property and equipment ā ā ā ā 24,563 ā 24,460 Less: Accumulated depreciation ā ā ā ā (10,133) ā (9,394) Property, plant and equipment, net ā ā ā ā $ 14,430 ā $ 15,066 ā Note 1: Relates to the Mustang cell processing facility. Fortress' depreciation expense for the three months ended March 31, 2022 and 2021 was approximately $0.7 million and $0.6 million, respectively, and was recorded in both research and development expense and general and administrative expense in the Condensed Consolidated Statement of Operations. |
Intangibles, net
Intangibles, net | 3 Months Ended |
Mar. 31, 2022 | |
Intangibles, net | |
Intangibles, net | 6 VYNE Therapeutics Product Acquisition (āVYNE Product Acquisitionā) ā In January 2022, we acquired two FDA-Approved Topical Minocycline Products, Amzeeq (minocycline) topical foam 4%, and Zilxi (minocycline) topical foam, 1.5%, and a Molecule Stabilizing Technology TM The VYNE Product Acquisition also provides for contingent net sales milestone payments. In the first calendar year in which annual sales reach each of $100 million, $200 million, $300 million, $400 million and $500 million, a one-time payment of $10 million, $20 million, $30 million, $40 million and $50 million, respectively, will be paid in that year only, per product, totaling up to $450 million. In addition, Journey will pay VYNE 10% of any upfront payment received by Journey from a licensee or sublicensee of the products in any territory outside of the United States, subject to exceptions for certain jurisdictions as detailed in the VYNE Product Acquisition. The following table summarizes the aggregate consideration transferred for the assets acquired by Journey in connection with the VYNE Product Acquisition: ā ā ā ā ā ā ($ in thousands) Aggregate Consideration Transferred Consideration transferred to VYNE at closing $ 20,000 Fair value of deferred cash payment due January 2023 4,740 Transaction costs ā 223 Total consideration transferred at closing $ 24,963 ā The fair value of the deferred cash payment is being accreted to the $5.0 million January 2023 cash payment over a one-year period through interest expense. The fair value of the deferred cash payment of $4.8 million at March 31, 2022 is included in partner company installment payments ā short term on the condensed consolidated balance sheets. The following table summarizes the assets acquired in the VYNE Product Acquisition: ā ā ā ā ($ in thousands) Assets Recognized Inventory ā $ 6,041 Identifiable intangibles: ā ā ā Amzeeq ā ā 15,162 Zilxi ā ā 3,760 Fair value of net identifiable assets acquired ā $ 24,963 ā The table below provides a summary of the Journey intangible assets as of March 31, 2022 and December 31, 2021, 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, 2022 December 31, 2021 ā ā ā ā ā ā ā ā Intangible assets ā product licenses ā 3 to 9 ā $ 37,925 ā $ 19,003 Accumulated amortization ā (7,468) ā (6,451) Net intangible assets ā $ 30,457 ā $ 12,552 ā For the three months ended March 31, 2022 and 2021, Journeyās amortization expense related to its product licenses was $1.0 million and $0.6 million, respectively, which was recorded as a component of cost of goods sold on the Condensed Consolidated Statement of Operations. ā The future amortization of these intangible assets is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total ($ in thousands) XiminoĀ® AccutaneĀ® AmzeeqĀ® ZilxiĀ® Amortization Nine Months Ended December 31, 2022 ā $ 764 ā $ 710 ā $ 1,264 ā $ 313 ā $ 3,051 December 31, 2023 ā ā 1,019 ā ā 945 ā ā 1,684 ā ā 418 ā ā 4,066 December 31, 2024 ā ā 1,019 ā ā 946 ā ā 1,685 ā ā 417 ā ā 4,067 December 31, 2025 ā 1,019 ā 945 ā 1,685 ā 418 ā 4,067 December 31, 2026 ā ā 595 ā 157 ā 1,684 ā 418 ā 2,854 Thereafter ā ā ā ā ā ā ā ā 6,739 ā ā 1,671 ā ā 8,410 Sub-total ā $ 4,416 ā $ 3,703 ā $ 14,741 ā $ 3,655 ā $ 26,515 Asset not yet placed in service: ā ā ā ā ā ā ā ā ā ā ā ā ā ā 3,942 Total ā $ 4,416 ā $ 3,703 ā $ 14,741 ā $ 3,655 ā $ 30,457 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā |
Debt and Interest
Debt and Interest | 3 Months Ended |
Mar. 31, 2022 | |
Debt and Interest | |
Debt and Interest | 7. Debt and Interest Debt Total debt consists of the following: ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, December 31, ā ā ($ in thousands) ā 2022 ā 2021 ā Interest rate ā Maturity ā ā ā ā ā ā ā ā ā ā Oaktree Note ā $ 50,000 ā $ 60,450 11.00 % August - 2025 EWB term loan ā ā 15,000 ā ā ā ā 5.23 % January - 2026 Runway Note ā ā 31,050 ā ā ā ā 9.36 % April - 2027 Less: Discount on notes payable ā ā (10,994) ā ā (7,063) ā ā ā ā Repayment of Oaktree Note ā ā ā ā ā (10,450) ā ā ā ā Total notes payable ā $ 85,056 ā $ 42,937 ā Oaktree Note In August 2020, Fortress, as borrower, entered into a $60.0 million senior secured credit agreement with Oaktree (the āOaktree Agreementā and the debt thereunder the āOaktree Noteā). The Oaktree Agreement contains customary representations and warranties and customary affirmative and negative covenants as well as certain financial covenants, including, among other things, (i) maintenance of minimum liquidity and (ii) a minimum revenue test that requires Journeyās annual revenue to be equal to or to exceed annual revenue projections set forth in the agreement. Failure by the Company or Journey, as applicable, to comply with the financial covenants will result in an event of default, subject to certain cure rights of the Company. The Company, was in compliance with all applicable covenants under the Oaktree Agreement as of March 31, 2022. ā The Company is required to make quarterly interest-only payments until the fifth anniversary of the closing date, August 27, 2025, the āMaturity Date,ā 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. The Company is required to make mandatory prepayments of the Oaktree Note under various circumstances as defined in the Oaktree Agreement. No mandatory prepayments were required in the three months ended March 31, 2022. ā ā Journey Working Capital Line of Credit Amendment and Term Loan ā On January 12, 2022, Journey entered into a third amendment (the āAmendmentā) of its loan and security agreement with East West Bank, which increased the borrowing capacity of Journeyās revolving line of credit to $10.0 million, from $7.5 million, and added a term loan (āEWB term loanā) not to exceed $20.0 million. Both the revolving line of credit and the EWB term loan mature on January 12, 2026. The EWB term loan includes two tranches, the first of which is a $15.0 million term loan and the second of which is a $5.0 million term loan (available at Journeyās option through June 12, 2023). On January 12, 2022, Journey borrowed $15.0 million against the first tranche of the EWB term loan to facilitate the VYNE Product Acquisition (see Note 6). The EWB term loan bears interest at a floating rate equal to 1.73% above the prime rate and is payable monthly. The EWB term loans contain an interest only payment period through January 12, 2024, with an extension through July 12, 2024 if certain covenants are met, after which the outstanding balance of each term loan is payable in equal monthly installments of principal, plus all accrued interest, through the EWB term loan maturity date. Journey may prepay all or any part of the EWB term loan without penalty or premium, but may not re-borrow any amount, once repaid. Any outstanding borrowing against the revolving line of credit bears interest at a floating rate equal to 0.70% above the prime rate. The Amendment includes customary financial covenants such as collateral ratios and minimum liquidity provisions as well as audit provisions. Journey was in compliance with all applicable covenants under the Amendment as of March 31, 2022. Journey accounted for the Amendment as a debt modification whereby the remaining unamortized debt issuance costs related to the original revolving facility together with any lender fees and direct third-party costs incurred to issue the Amendment are considered associated with the new arrangement. The fees allocated to the revolving line are capitalized as deferred debt costs (asset) and amortized over the new four-year term of the amended revolving facility. The fees allocated to the EWB term loan are recorded as a debt discount and amortized to interest expense over the four-year term of the EWB term loan under the effective interest method. There was no outstanding balance on the revolving line of credit at March 31, 2022, and $0.8 million outstanding at December 31, 2021. ā Mustang Runway Growth Finance Corp. (āRunwayā) Debt Facility On March 4, 2022 (the āClosing Dateā), Mustang entered into a $75.0 million long-term debt facility with Runway Growth Finance Corp. (the āTerm Loanā). Under the Term Loan, $30.0 million of the $75.0 million loan was funded on the Closing Date, with the remaining $45.0 million fundable Mustang achieves certain predetermined milestones. The Term Loan matures on April 15, 2027 (the āMaturity Dateā). Starting March 15, 2022, Mustang will make monthly payments of interest only until April 1, 2024 (the āAmortization Dateā). The Amortization Date may be extended to April 1, 2025 if Mustang achieves certain predetermined milestones based on equity raises and the initiation of certain clinical trials. After that, Mustang will make monthly payments of interest and principal. If the Amortization Date is extended to April 1, 2025, the monthly payments will be recalculated in equal amounts according to the remaining number of payment dates through the Maturity Date. All unpaid outstanding principal and accrued and unpaid interest will be due and payable in full on the Maturity Date. ā The Runway Note accrues interest at a variable annual rate equal to 8.75% plus the greater of (i) 0.50% and (ii) the three month LIBOR Rate for U.S. dollar deposits or a rate equivalent to the three month LIBOR (the āApplicable Rateā); provided that the Applicable Rate will not be less than 9.25%. At March 31, 2022 the floating interest rate was 9.67%. ā Mustang has the option to prepay all of the outstanding Runway Note but not less. Prepayment would include outstanding principal, accrued interest, prepayment fee and final payment which is equal to the original principal amount of the Runway Note times 3.5% or $1.0 million. ā In addition, Mustangās Runway Note is secured by a lien on substantially all of our assets other than certain intellectual property assets and certain other excluded collateral, and it contains a minimum liquidity covenant and other covenants that include among other items: (i) limits on indebtedness, repurchase of stock from employees, officers and directors. Mustang was in compliance with all applicable covenants as of March 31, 2022. ā The Runway Note contains customary events of default, in certain circumstances subject to customary cure periods. Following an event of default and any cure period, if applicable, Runway will have the right upon notice to accelerate all amounts outstanding under the Runway Note, in addition to other remedies available to the lenders as secured creditors of the Mustang. Pursuant to the terms of the Runway Note, upon closing Mustang paid Runway an upfront commitment fee equal to 1% of the $30 million, or $0.3 million. In addition, Mustang paid a $75,000 deposit fee to Runway, together with other cash fees of $2.7 million directly to third parties involved in the transaction. Mustang also issued to Runway a warrant to purchase up to 748,036 of Mustang common shares with an exercise price of $0.8021 per share, pursuant to the terms of the Runway Note. In addition, the provisions of the warrant provide for additional warrants to be issued upon funding of the loan tranches. ā The fair value of the warrant was determined utilizing a Black Scholes Model with the following assumptions: risk free rate of return 1.74%, volatility of 57.3%, 10-year Partner Company Installment Payments ā Licenses ā The following tables show the details of partner company installment payments ā licenses for the periods presented. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, 2022 ($ in thousands) Ximino 1 Accutane 2 VYNE Product Total Partner company installment payments - licenses, short-term ā $ 2,000 ā $ 1,000 ā $ 5,000 ā $ 8,000 Less: imputed interest ā ā (379) ā ā (52) ā ā (206) ā ā (637) Sub-total partner company installment payments - licenses, short-term ā $ 1,621 ā $ 948 ā $ 4,794 ā $ 7,363 ā ā ā ā ā ā ā ā ā ā ā ā ā Partner company installment payments - licenses, long-term ā $ 3,000 ā $ 1,000 ā $ ā ā $ 4,000 Less: imputed interest ā ā (271) ā ā (13) ā ā ā ā ā (284) Sub-total partner company installment payments - licenses, long-term ā $ 2,729 ā $ 987 ā $ ā ā $ 3,716 ā ā ā ā ā ā ā ā ā ā ā ā ā Total partner company installment payments - licenses ā $ 4,350 ā $ 1,935 ā $ 4,794 ā $ 11,079 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2021 ($ in thousands) Ximino 1 Accutane 2 Anti-Itch Product 3 Total Partner company installment payments - licenses, short-term ā $ 2,000 ā $ 2,000 ā $ 1,000 ā $ 5,000 Less: imputed interest ā ā (425) ā ā (65) ā ā ā ā ā (490) Sub-total partner company installment payments - licenses, short-term ā $ 1,575 ā $ 1,935 ā $ 1,000 ā $ 4,510 ā ā ā ā ā ā ā ā ā ā ā ā ā Partner company installment payments - licenses, long-term ā $ 3,000 ā $ 1,000 ā $ ā ā $ 4,000 Less: imputed interest ā ā (350) ā ā (23) ā ā ā ā ā (373) Sub-total partner company installment payments - licenses, long-term ā $ 2,650 ā $ 977 ā $ ā ā $ 3,627 ā ā ā ā ā ā ā ā ā ā ā ā ā Total partner company installment payments - licenses ā $ 4,225 ā $ 2,912 ā $ 1,000 ā $ 8,137 ā Note 1: Imputed interest rate of 11.96% and maturity date of July 22, 2024. Note 2: Imputed interest rate of 4.03% and maturity date of July 29, 2023. Note 3: Imputed interest rate of 4.25% and maturity date of January 1, 2022. ā 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 2022 ā 2021 ($ in thousands) Interest Fees Total Interest Fees Total LOC Fees ā $ 15 ā $ ā ā $ 15 ā $ 9 ā $ ā ā $ 9 Oaktree Note ā ā 1,375 ā ā 356 ā ā 1,731 ā ā 1,650 ā ā 309 ā ā 1,959 Partner company installment payments - licenses ā ā 203 ā ā ā ā ā 203 ā ā 221 ā ā ā ā ā 221 Partner company notes payable ā ā 368 ā ā 33 ā ā 401 ā ā ā ā ā ā ā ā ā Total Interest Expense and Financing Fee ā $ 1,961 ā $ 389 ā $ 2,350 ā $ 1,880 ā $ 309 ā $ 2,189 ā |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities and other Long-Term Liabilities [Abstract] | |
Accounts Payable and Accrued Expenses | 8. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: ā ā ā ā ā ā ā ā ā March 31, ā ā December 31, ($ in thousands) 2022 2021 ā ā ā ā ā ā Accounts Payable ā $ 44,532 ā $ 47,429 Accrued expenses: ā ā ā Professional fees ā ā 2,501 ā ā 1,835 Salaries, bonus and related benefits ā 9,061 ā 8,809 Research and development ā 9,292 ā 7,932 Research and development - license maintenance fees ā 445 ā 4,640 Research and development - milestones ā 4,600 ā 850 Accrued royalties payable ā 3,779 ā 3,833 Accrued coupon and rebates ā 11,627 ā 10,603 Return reserve ā ā 3,151 ā ā 3,240 Accrued interest ā ā 187 ā ā ā Other ā 2,093 ā 1,489 Total accounts payable and accrued expenses ā $ 91,268 ā $ 90,660 ā |
Non-Controlling Interests
Non-Controlling Interests | 3 Months Ended |
Mar. 31, 2022 | |
Non-Controlling Interests | |
Non-Controlling Interests | 9. 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, 2022 ā March 31, 2022 ā As of March 31, 2022 ā ā ā ā Non-controlling interests ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) equity share ā non-controlling interests ā in consolidated entities ā ownership UR-1 ā $ 423 ā $ (315) ā $ 108 34.5 % Aevitas ā ā (5,057) ā (190) ā (5,247) 45.9 % Avenue 2 ā 3,286 ā (2,326) ā 960 82.8 % Baergic ā (2,086) ā (90) ā (2,176) 39.0 % Cellvation ā (1,544) ā (74) ā (1,618) 21.7 % Checkpoint 1 ā 29,839 ā (13,603) ā 16,236 80.3 % Coronado SO ā (290) ā ā ā (290) 13.0 % Cyprium ā (2,166) ā (260) ā (2,426) 29.0 % Helocyte ā (5,529) ā (110) ā (5,639) 18.3 % JMC ā 19,120 ā (457) ā 18,663 41.6 % Mustang 2 ā 95,305 ā (16,181) ā 79,124 81.3 % Oncogenuity ā ā (1,124) ā (103) ā (1,227) 24.9 % Tamid ā (740) ā (9) ā (749) 22.8 % Total ā $ 129,437 ā $ (33,718) ā $ 95,719 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the Year Ended ā ā ā ā ā As of December 31, 2021 ā December 31, 2021 ā As of December 31, 2021 ā ā ā ā Non-controlling interests ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) equity share non-controlling interests in consolidated entities ownership UR-1 ā $ (442) ā ā (1,353) ā $ (1,795) 34.5 % Aevitas ā ā (4,159) ā ā (901) ā (5,060) 45.9 % Avenue 2 ā 5,739 ā ā (2,909) ā 2,830 82.0 % Baergic ā (2,047) ā ā (39) ā (2,086) 39.0 % Cellvation ā (1,413) ā ā (131) ā (1,544) 21.7 % Checkpoint 1 ā 63,464 ā ā (39,226) ā 24,238 81.5 % Coronado SO ā (290) ā ā ā ā (290) 13.0 % Cyprium ā (1,397) ā ā (807) ā (2,204) 29.8 % Helocyte ā (5,440) ā ā (89) ā (5,529) 18.3 % JMC ā 23,150 ā ā (5,652) ā 17,498 41.6 % Mustang 2 ā 141,527 ā ā (48,518) ā 93,009 82.7 % Oncogenuity ā ā (627) ā ā (497) ā (1,124) 24.9 % Tamid ā (739) ā ā (1) ā (740) 22.8 % Total ā $ 217,326 ā $ (100,123) ā $ 117,203 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, 2022 | |
Net Loss per Common Share | |
Net Loss per Common Share | 10. 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, $0.001 par value per share (the āCommon Stockā) outstanding during the period, without consideration for Common Stock equivalents. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of Common Stock and Common Stock equivalents outstanding for the period. The following shares of potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding, as the effect of including such securities would be anti-dilutive for the three months ended March 31, 2022: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2022 2021 Warrants to purchase Common Stock 4,505,621 4,579,954 Options to purchase Common Stock 820,990 853,490 Unvested Restricted Stock 18,710,303 16,391,786 Unvested Restricted Stock Units 103,832 231,926 Total 24,140,746 22,057,156 ā |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity | |
Stockholders' Equity | 11. Stockholdersā Equity Stock-based Compensation The following table summarizes the stock-based compensation expense from stock option, employee stock purchase programs and restricted Common Stock awards and warrants for the three months ended March 31, 2022 and 2021: ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ($ in thousands) 2022 2021 ā Employee and non-employee awards ā $ 2,599 ā $ 1,510 ā Executive awards of Fortress Companies' stock ā 162 ā 345 ā ā ā ā ā ā ā ā ā Partner Companies: ā ā ā ā ā ā Avenue ā 569 ā 115 ā Checkpoint ā 775 ā 774 ā Mustang ā 664 ā 996 ā Journey ā ā 773 ā ā 22 ā Other ā 21 ā 11 ā Total stock-based compensation expense ā $ 5,563 ā $ 3,773 ā ā For the three months ended March 31, 2022 and 2021, approximately $1.4 million and $1.2 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 $4.1 million and $2.6 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, 2021 1,018,490 ā $ 5.04 ā $ 368,344 1.68 Granted ā 2,500 ā ā 2.50 ā ā ā ā 9.76 Expired ā (255,000) ā ā 6.39 ā ā ā ā ā Options vested and expected to vest at March 31, 2022 765,990 ā $ 4.44 ā $ ā 2.16 Options vested and exercisable at March 31, 2022 ā 705,990 ā $ 4.44 ā $ ā 2.16 ā ā ā ā ā ā ā ā ā ā ā ā As of March 31, 2022, 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, 2021 ā 18,060,000 ā $ 2.64 Restricted stock granted ā 2,375,972 ā ā 2.50 Restricted stock vested ā (135,000) ā ā 2.71 Restricted stock units granted ā 375,602 ā ā 2.75 Restricted stock units forfeited ā (23,750) ā ā 3.49 Restricted stock units vested ā (93,060) ā ā 3.55 Unvested balance at March 31, 2022 ā 20,559,764 ā $ 2.62 ā As of March 31, 2022 and 2021, the Company had unrecognized stock-based compensation expense related to restricted stock and restricted stock unit awards of approximately $25.2 million and $21.8 million, respectively, which is expected to be recognized over the remaining weighted-average vesting period of 2.5 years and 3.6 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, 2021 4,505,621 ā $ 3.20 ā $ 68,800 3.93 Expired ā (87,946) ā ā 3.70 ā ā ā ā ā Outstanding as of March 31, 2022 4,417,675 ā $ 3.19 ā $ ā 3.76 Exercisable as of March 31, 2022 4,370,621 ā $ 3.23 ā $ ā 3.61 ā In connection with the Oaktree Note (see Note 7), 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 Oaktree 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 the resale of the shares of Common Stock issuable upon exercise of the Oaktree Warrants. ā Long-Term Incentive Program (āLTIPā) On July 15, 2015, the Companyās stockholders approved the LTIP for the Companyās Chairman, President and Chief Executive Officer, Dr. Rosenwald, and Executive Vice Chairman, Strategic Development, Mr. Weiss. The LTIP consists of a program to grant equity interests in the Company and in the Companyās subsidiaries, and a performance-based bonus program that is designed to result in performance-based compensation that is deductible without limit under Section 162(m) of the Internal Revenue Code of 1986, as amended. On January 1, 2022 and 2021, the Compensation Committee granted 1,102,986 and 1,030,339 shares each to Dr. Rosenwald and Mr. Weiss, respectively. These equity grants, made in accordance with the LTIP, represent 1% of total outstanding shares of the Company as of the dates of such grants and were granted in recognition of their performance in 2021 and 2020. The shares will vest in full once both of the following conditions are met: (i) the Companyās market capitalization has increased by a minimum of $100.0 million from the date of grant, and (ii) the employee is either in the service of the Company as an employee or as a Board member (or both) on the tenth anniversary of the LTIP, or the eligible employee has had an involuntary separation from service (as defined in the LTIP). The Companyās repurchase option on such shares will also lapse upon the occurrence of a corporate transaction (as defined in the LTIP) if the eligible employee is in service on the date of the corporate transaction. The fair value of each grant on the grant date was approximately $2.8 million for the 2022 grant and $3.3 million for the 2021 grant. For the three months ended March 31, 2022 and 2021, the Company recorded stock compensation expense of approximately $1.3 million and $1.0 million, respectively related to the LTIP grants on the Condensed Consolidated Statements of Operations. Capital Raises 2021 Shelf On July 23, 2021, the Company filed a shelf registration statement 333-255185 on Form S-3, which was declared effective on July 30, 2021 (the "2021 Shelf"). No securities have been taken down under the 2021 Shelf as of March 31, 2022. Common Stock At-the-Market Offering and 2020 Shelf On May 18, 2020, the Company filed a shelf registration statement on Form S-3, which was declared effective on May 26, 2020 (the "2020 Shelf"). In connection with the 2020 Shelf, the Company entered into an At Market Issuance Sales Agreement ("2020 Common ATM"), governing potential sales of the Company's Common Stock. For the three month period ended March 31, 2022, the Company issued approximately 2.4 million shares of common stock at an average price of $1.80 per share for gross proceeds of $4.4 million. In connection with these sales, the Company paid aggregate fees of approximately $0.1 million. Approximately $13.0 million of securities remain available for sale under the 2020 Shelf at March 31, 2022. No shares were sold under the ATM for the three month period ended March 31, 2022. Mustang At-the-Market Offering (the āMustang ATMā) During the three months ended March 31, 2022, Mustang issued approximately 2.8 million shares of common stock at an average price of $1.00 per share for gross proceeds of $2.8 million under the Mustang ATM. In connection with these sales, Mustang paid aggregate fees of approximately $49,000. 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. Pursuant to the terms of the Founderās Agreement between the Company and Mustang (see Note 13), Mustang issued to Fortress 2.5% of the aggregate number of shares of Mustang common stock issued in connection with the shares issued under the Mustang ATM. Additionally, Mustang issued shares to Fortress equal to 2.5% of the $30 million proceeds from the Runway Note (see Note 7). Accordingly, Mustang issued 1,049,302 shares of common stock to Fortress for the three months ended March 31, 2022 and issued 325,221 shares of common stock and recorded 63,688 shares issuable for the three months ended March 31, 2021. On October 23, 2020, Mustang filed a shelf registration statement No. 333-249657 on Form S-3 (the āMustang 2020 S-3ā), which was declared effective on December 4, 2020. Under the Mustang 2020 S-3, Mustang may sell up to a total of $100.0 million of its securities. As of March 31, 2022, approximately $11.7 million of the Mustang 2020 S-3 remains available for sales of securities. On April 23, 2021, Mustang filed a shelf registration statement No. 333-255476 on Form S-3 (the āMustang 2021 S-3ā), which was declared effective on May 24, 2021. Under the Mustang 2021 S-3, Mustang may sell up to a total of $200 million of its securities. As of March 31, 2022, $200 million of the Mustang 2021 S-3 remains available for sales of securities. Checkpoint At-the-Market Offering (the āCheckpoint ATMā) During the three months ended March 31, 2022, Checkpoint sold a total of 3,741,939 shares of common stock under the Checkpoint ATM for aggregate total gross proceeds of approximately $8.2 million at an average selling price of $2.19 per share, resulting in net proceeds of approximately $8.0 million after deducting commissions and other transaction costs. 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 between the Company and Checkpoint (see Note 13), Checkpoint issued to Fortress 2.5% of the aggregate number of shares of Checkpoint common stock issued under the Checkpoint ATM. Accordingly, Checkpoint issued 93,542 shares of common stock to Fortress for the three months ended March 31, 2022 and issued 175,625 shares of common stock for the three months ended March 31, 2021. The Checkpoint S-3 is a shelf registration statement filed by Checkpoint in November 2020 that was declared effective in December 2020, under which Checkpoint may sell up to $100 million of its securities. At March 31, 2022, approximately $46.4 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, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. 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. Legal Proceedings Qbrexza On March 31, 2021 Journey executed an Asset Purchase Agreement (the āQbrexza APAā) with Dermira, Inc., a subsidiary of Eli Lilly and Company (āDermiraā), and the transaction closed on May 14, 2021. Pursuant to the terms of the Qbrexza APA, 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 Qbrexza purchase, Journey became substituted for Dermira as the plaintiff in, and is currently vigorously litigating, U.S. patent litigation commenced by Dermira on October 21, 2020 in the U.S. District Court of Delaware (the āPerrigo Patent Litigationā) against Perrigo Pharma International DAC (āPerrigoā) (N/K/A Padagis Israel Pharmaceuticals Ltd.) alleging infringement of certain patents covering Qbrexza (the āQbrexza Patentsā), which are included among the proprietary rights to Qbrexza that Journey acquired pursuant to the Qbrexza APA. The Perrigo 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 Qbrexza prior to the expiration of the Qbrexza Patents and alleges that the Qbrexza 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 Perrigo Patent Litigation is scheduled for September 19, 2022. Journey cannot make any predictions about the final outcome of this matter or the timing thereof. ā On March 4, 2022, Journey filed a complaint against Teva Pharmaceuticals, Inc., Teva Pharmaceuticals USA, Inc., and Teva Pharmaceuticals Industries Ltd. in the U.S. District Court of Delaware (the āTeva Patent Litigationā) alleging infringement of certain patents covering Qbrexza (the āQbrexza Patentsā), which are included among the proprietary rights to Qbrexza that were acquired pursuant to the Qbrexza APA. The Teva Patent Litigation was initiated following the submission by Teva, 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 ANDA. The ANDA seeks approval to market a generic version of Qbrexza prior to the expiration of the Qbrexza Patents and alleges that the Qbrexza Patents are invalid. Teva is subject to a 30-month stay preventing it from selling a generic version. The stay should expire no earlier than August 8, 2024. Trial in the Teva Patent Litigation has not yet been scheduled. The Company cannot make any predictions about the final outcome of this matter or the timing thereof. ā Amzeeq ā In January 2022, upon completion of the VYNE Product Acquisition ā |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions | |
Related Party Transactions | 13. 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 10.9% of the Companyās issued and outstanding Common Stock as of March 31, 2022. The Companyās Executive Vice Chairman, Strategic Development owns approximately 11.6% of the Companyās issued and outstanding Common Stock as of March 31, 2022. 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, 2022 and 2021, respectively. Shared Services Agreement with Journey On November 12, 2021, Journey and the Company entered into an arrangement to share the cost of certain legal, finance, regulatory, and research and development employees. The Companyās Executive Chairman and Chief Executive Officer is the Executive Chairman of Journey. Under the terms of the arrangement, Journey began reimbursing the Company for the salary and benefit costs associated with these employees based upon actual hours worked on Journey related projects following the completion of their initial public offering in November 2021. For the three months ended March 31, 2022, the Companyās employees have provided services to Journey totaling approximately $0.1 million. Desk Share Agreement with TGTX The Desk Share Agreement with TGTX, as amended, requires TGTX to pay 65% of the average annual rent for the New York, NY office space. In connection with the Companyās Desk Share Agreement with TGTX for the three months ended March 31, 2022 and 2021, the Company had paid $0.9 million and $0.7 million in rent, respectively, and invoiced TGTX approximately $0.5 million and $0.4 million, respectively, for their prorated share of the rent base. At March 31, 2022, there were no amounts due from TGTX related to this arrangement. 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, 2022 and 2021, the Company had paid approximately $0.1 million and $0.1 million in rent for the Waltham, MA office, and invoiced TGTX approximately $20,000 and $28,000, respectively. Founders Agreement The Company has entered into Founders Agreements and, in some cases, exchange agreements with certain of its subsidiaries as described in the 2021 Form 10-K. The following table summarizes, by partner company, the effective date of the Founders Agreements and Payment-in-Kind (āPIKā) 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 Partner Company Effective Date 1 capitalization Issued Aevitas ā July 28, 2017 2.5 % Common Stock Avenue ā February 17, 2015 0.0 % 2 Common Stock Baergic ā December 17, 2019 4 ā 2.5 % Common Stock Cellvation ā October 31, 2016 2.5 % Common Stock Checkpoint ā March 17, 2015 0.0 % 3 Common Stock Cyprium ā March 13, 2017 2.5 % Common Stock Helocyte ā March 20, 2015 2.5 % Common Stock Mustang ā March 13, 2015 2.5 % Common Stock Oncogenuity ā April 22, 2020 4 ā 2.5 % Common Stock UR-1 ā November 7, 2017 4 2.5 % 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: PIK dividends in Avenue will not be paid or accrued so long as InvaGen Pharmaceuticals Inc. (āInvaGenā) retains certain rights under that certain Stockholders Agreement, dated as of November 12, 2018, by and among the Company, Avenue, InvaGen and the other stockholder parties thereto (the āAvenue Stockholders Agreementā). 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 2021 Form 10-K. 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 ā ā Annual MSA Fee ā Partner company Effective Date (Income)/Expense ā Aevitas ā July 28, 2017 ā $ 500 ā Avenue 1 ā February 17, 2015 ā ā ā Baergic ā March 9, 2017 ā 500 ā Cellvation ā October 31, 2016 ā 500 ā Checkpoint ā March 17, 2015 ā 500 ā Cyprium ā March 13, 2017 ā 500 ā Helocyte ā March 20, 2015 ā ā 500 ā Mustang ā March 13, 2015 ā 1,000 ā Oncogenuity ā February 10, 2017 ā ā 500 ā UR-1 ā November 7, 2017 ā ā 500 ā Fortress ā ā ā (5,000) ā Consolidated (Income)/Expense ā ā ā $ ā ā ā Note 1: MSA fees from Avenue will not be paid or accrued so long as InvaGen retains certain rights under the Avenue Stockholders Agreement. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Information | |
Segment Information | 14. Segment Information The Company operates in two reportable segments, Dermatology Product Sales and Pharmaceutical and Biotechnology Product Development. The accounting policies of the Company are consistently applied to all segments. 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, 2022 Sales Development Consolidated Net revenue ā $ 23,296 ā $ 629 ā $ 23,925 Cost of goods - product revenue ā (8,203) ā ā ā (8,203) Research and development ā (1,266) ā (35,456) ā (36,722) Selling, general and administrative ā ā (14,715) ā ā (11,555) ā ā (26,270) Other expense ā ā (386) ā ā (1,822) ā ā (2,208) Income tax (expense) benefit 1 ā (104) ā 104 ā ā Segment loss ā $ (1,378) ā ā (48,100) ā $ (49,478) ā Note 1: Dermatology Product Sales segment reflects stand-alone income tax expense that has been eliminated in consolidation. 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, 2021 Sales Development Consolidated Net revenue ā $ 10,719 ā $ 868 ā $ 11,587 Cost of goods - product revenue ā (3,908) ā ā ā ā (3,908) Research and development ā ā ā (20,154) ā ā (20,154) Selling, general and administrative ā (6,226) ā (11,316) ā ā (17,542) Other expense ā ā (221) ā ā 4,172 ā ā 3,951 Segment income (loss) ā $ 364 ā $ (26,430) ā $ (26,066) ā ā ā ā The following tables summarize, for the periods indicated, total assets by reportable segment: 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 March 31, 2022 Sales Development Total Assets Intangible assets, net ā $ 30,457 ā $ ā ā $ 30,457 Tangible assets ā ā 90,444 ā ā 287,029 ā ā 377,473 Total segment assets ā $ 120,901 ā $ 287,029 ā $ 407,930 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 December 31, 2021 Sales Development Total Assets Intangible assets, net ā $ 12,552 ā $ ā ā $ 12,552 Tangible assets ā ā 84,732 ā ā 299,219 ā ā 383,951 Total segment assets ā $ 97,284 ā $ 299,219 ā $ 396,503 ā |
Revenues from Contracts and Sig
Revenues from Contracts and Significant Customers | 3 Months Ended |
Mar. 31, 2022 | |
Revenues from Contracts and Significant Customers | |
Revenues from Contracts and Significant Customers | 15. Revenues from Contracts and Significant Customers Disaggregation of Total Revenue Journey has the following actively marketed products, QbrexzaĀ®, AccutaneĀ®, TargadoxĀ®, XiminoĀ®, ExeldermĀ®, LuxamendĀ®, AmzeeqĀ® and ZilxiĀ®. All of Journeyās product revenues are 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 collaborations with TGTX (see Note 13). Other revenue consists of a net $2.5 million milestone payment made to Journey triggered by QbrexzaĀ® (RapifortĀ® Wipes 2.5%), receiving manufacturing and marketing approval in Japan in February 2022. The net $2.5 million milestone payment reflects a milestone payment of $10 million to Journey from their exclusive licensing partner in Japan, Maruho Co., Ltd. (āMaruhoā), offset by a $7.5 million payment to Dermira, pursuant to the terms of the Qbrexza APA between Journey and Dermira. The table below summarizes the Companyās revenue for the three months ending March 31, 2022 and 2021: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā 2022 2021 Revenue ā ā ā ā ā ā TargadoxĀ® ā $ 2,634 ā $ 7,199 XiminoĀ® ā ā 967 ā ā 2,100 ExeldermĀ® ā ā 704 ā ā 1,217 AccutaneĀ® ā ā 4,907 ā ā 196 QbrexzaĀ® ā ā 7,376 ā ā ā AmzeeqĀ® ā ā 3,466 ā ā ā ZilxiĀ® ā ā 741 ā ā ā Other branded revenue ā ā 1 ā ā 7 Collaboration revenue ā ā 577 ā ā 800 Revenue ā related party ā 52 ā 68 Other revenue ā ā 2,500 ā ā Net revenue ā $ 23,925 ā $ 11,587 ā Significant Customers For the three month period ending March 31, 2022 and 2021, none of the Companyās dermatology products customers accounted for more than 10% of its total gross product revenue. At March 31, 2022 and December 31, 2021, two of the Companyās dermatology products customers accounted for more than 10% of its total accounts receivable balance. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income taxes | |
Income taxes | 16. Income taxes 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, 2022 and 2021 is based on the estimated annual effective tax rate. The Company expects a net DTA with a full valuation allowance and 0% estimated annual effective tax rate for 2022. No income tax expense was recognized for the three months ended March 31, 2022 or 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
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 28, 2022 (the ā2021 Form 10-Kā), from which the Company derived the balance sheet data at December 31, 2021, as well as Checkpointās Form 10-K, filed with the SEC on March 28, 2022, Mustangās Form 10-K, filed with the SEC on March 23, 2022, Avenueās Form 10-K, filed with the SEC on March 25, 2022, and Journeyās Form 10-K, filed with the SEC on March 28, 2022. 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. |
Restricted Cash | Restricted Cash The Company records cash held in trust or pledged to secure certain debt obligations as restricted cash. As of March 31, 2022 and December 31, 2021, the Company had $2.2 million of restricted cash representing pledges to secure letters of credit in connection with certain office leases. ā The following table provides a reconciliation of cash, cash equivalents, and restricted cash from the unaudited condensed consolidated balance sheets to the unaudited condensed consolidated statements of cash flows at March 31, 2022, and 2021: ā ā ā ā ā ā ā ā ā ā March 31, ā ā 2022 ā 2021 Cash and cash equivalents $ 287,511 $ 289,897 Restricted cash ā 2,220 ā 1,645 Total cash and cash equivalents and restricted cash ā $ 289,731 ā $ 291,542 |
Significant Accounting Policies | Significant Accounting Policies There have been no material changes in the Companyās significant accounting policies to those previously disclosed in the 2021 Form 10-K. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) Derivatives and Hedging-Contracts in Entityās Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entityās Own Equity In June 2016, the FASB issued ASU 2016-13, Financial Instruments ā Credit Losses |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Schedule of Cash and Cash Equivalents and restricted cash | ā ā ā ā ā ā ā ā ā ā March 31, ā ā 2022 ā 2021 Cash and cash equivalents $ 287,511 $ 289,897 Restricted cash ā 2,220 ā 1,645 Total cash and cash equivalents and restricted cash ā $ 289,731 ā $ 291,542 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory | |
Schedule of Inventory | ā ā ā ā ā ā ā ā March 31, December 31, ($ in thousands) 2022 ā 2021 ā ā ā ā ā Raw materials $ 8,357 ā $ 5,572 Work-in-process 533 ā ā Finished goods 7,297 ā 4,290 Inventory reserve ā (50) ā ā ā Total inventories $ 16,137 ā $ 9,862 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment | |
Schedule of Property, Plant and Equipment | Fortressā property, plant 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 2022 ā 2021 ā ā ā Computer equipment ā 3 ā $ 743 ā $ 739 Furniture and fixtures ā 5 ā 1,387 ā 1,387 Machinery & equipment ā 5 ā 6,634 ā 6,550 Leasehold improvements ā 2 15 ā 13,175 ā 13,175 Buildings ā ā 40 ā ā 581 ā ā 581 Construction in progress 1 ā N/A ā 2,043 ā 2,028 Total property and equipment ā ā ā ā 24,563 ā 24,460 Less: Accumulated depreciation ā ā ā ā (10,133) ā (9,394) Property, plant and equipment, net ā ā ā ā $ 14,430 ā $ 15,066 ā Note 1: Relates to the Mustang cell processing facility. |
Intangibles, net (Tables)
Intangibles, net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Intangibles, net | |
Summary of aggregate consideration transferred in connection with VYNE Product Acquisition | The following table summarizes the aggregate consideration transferred for the assets acquired by Journey in connection with the VYNE Product Acquisition: ā ā ā ā ā ā ($ in thousands) Aggregate Consideration Transferred Consideration transferred to VYNE at closing $ 20,000 Fair value of deferred cash payment due January 2023 4,740 Transaction costs ā 223 Total consideration transferred at closing $ 24,963 |
Summary of assets acquired in VYNE Product Acquisition | The following table summarizes the assets acquired in the VYNE Product Acquisition: ā ā ā ā ($ in thousands) Assets Recognized Inventory ā $ 6,041 Identifiable intangibles: ā ā ā Amzeeq ā ā 15,162 Zilxi ā ā 3,760 Fair value of net identifiable assets acquired ā $ 24,963 |
Schedule of JMC recognized expense related to its product licenses | The table below provides a summary of the Journey intangible assets as of March 31, 2022 and December 31, 2021, 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, 2022 December 31, 2021 ā ā ā ā ā ā ā ā Intangible assets ā product licenses ā 3 to 9 ā $ 37,925 ā $ 19,003 Accumulated amortization ā (7,468) ā (6,451) Net intangible assets ā $ 30,457 ā $ 12,552 |
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 ā ā ā ā ā ā Total ($ in thousands) XiminoĀ® AccutaneĀ® AmzeeqĀ® ZilxiĀ® Amortization Nine Months Ended December 31, 2022 ā $ 764 ā $ 710 ā $ 1,264 ā $ 313 ā $ 3,051 December 31, 2023 ā ā 1,019 ā ā 945 ā ā 1,684 ā ā 418 ā ā 4,066 December 31, 2024 ā ā 1,019 ā ā 946 ā ā 1,685 ā ā 417 ā ā 4,067 December 31, 2025 ā 1,019 ā 945 ā 1,685 ā 418 ā 4,067 December 31, 2026 ā ā 595 ā 157 ā 1,684 ā 418 ā 2,854 Thereafter ā ā ā ā ā ā ā ā 6,739 ā ā 1,671 ā ā 8,410 Sub-total ā $ 4,416 ā $ 3,703 ā $ 14,741 ā $ 3,655 ā $ 26,515 Asset not yet placed in service: ā ā ā ā ā ā ā ā ā ā ā ā ā ā 3,942 Total ā $ 4,416 ā $ 3,703 ā $ 14,741 ā $ 3,655 ā $ 30,457 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā |
Debt and Interest (Tables)
Debt and Interest (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt and Interest | |
Schedule of Debt | Total debt consists of the following: ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, December 31, ā ā ($ in thousands) ā 2022 ā 2021 ā Interest rate ā Maturity ā ā ā ā ā ā ā ā ā ā Oaktree Note ā $ 50,000 ā $ 60,450 11.00 % August - 2025 EWB term loan ā ā 15,000 ā ā ā ā 5.23 % January - 2026 Runway Note ā ā 31,050 ā ā ā ā 9.36 % April - 2027 Less: Discount on notes payable ā ā (10,994) ā ā (7,063) ā ā ā ā Repayment of Oaktree Note ā ā ā ā ā (10,450) ā ā ā ā Total notes payable ā $ 85,056 ā $ 42,937 |
Schedule of partner company installment payments - licenses | The following tables show the details of partner company installment payments ā licenses for the periods presented. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā March 31, 2022 ($ in thousands) Ximino 1 Accutane 2 VYNE Product Total Partner company installment payments - licenses, short-term ā $ 2,000 ā $ 1,000 ā $ 5,000 ā $ 8,000 Less: imputed interest ā ā (379) ā ā (52) ā ā (206) ā ā (637) Sub-total partner company installment payments - licenses, short-term ā $ 1,621 ā $ 948 ā $ 4,794 ā $ 7,363 ā ā ā ā ā ā ā ā ā ā ā ā ā Partner company installment payments - licenses, long-term ā $ 3,000 ā $ 1,000 ā $ ā ā $ 4,000 Less: imputed interest ā ā (271) ā ā (13) ā ā ā ā ā (284) Sub-total partner company installment payments - licenses, long-term ā $ 2,729 ā $ 987 ā $ ā ā $ 3,716 ā ā ā ā ā ā ā ā ā ā ā ā ā Total partner company installment payments - licenses ā $ 4,350 ā $ 1,935 ā $ 4,794 ā $ 11,079 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2021 ($ in thousands) Ximino 1 Accutane 2 Anti-Itch Product 3 Total Partner company installment payments - licenses, short-term ā $ 2,000 ā $ 2,000 ā $ 1,000 ā $ 5,000 Less: imputed interest ā ā (425) ā ā (65) ā ā ā ā ā (490) Sub-total partner company installment payments - licenses, short-term ā $ 1,575 ā $ 1,935 ā $ 1,000 ā $ 4,510 ā ā ā ā ā ā ā ā ā ā ā ā ā Partner company installment payments - licenses, long-term ā $ 3,000 ā $ 1,000 ā $ ā ā $ 4,000 Less: imputed interest ā ā (350) ā ā (23) ā ā ā ā ā (373) Sub-total partner company installment payments - licenses, long-term ā $ 2,650 ā $ 977 ā $ ā ā $ 3,627 ā ā ā ā ā ā ā ā ā ā ā ā ā Total partner company installment payments - licenses ā $ 4,225 ā $ 2,912 ā $ 1,000 ā $ 8,137 ā Note 1: Imputed interest rate of 11.96% and maturity date of July 22, 2024. Note 2: Imputed interest rate of 4.03% and maturity date of July 29, 2023. Note 3: Imputed interest rate of 4.25% and maturity date of January 1, 2022. |
Interest Expense for all Debt Arrangements | 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 2022 ā 2021 ($ in thousands) Interest Fees Total Interest Fees Total LOC Fees ā $ 15 ā $ ā ā $ 15 ā $ 9 ā $ ā ā $ 9 Oaktree Note ā ā 1,375 ā ā 356 ā ā 1,731 ā ā 1,650 ā ā 309 ā ā 1,959 Partner company installment payments - licenses ā ā 203 ā ā ā ā ā 203 ā ā 221 ā ā ā ā ā 221 Partner company notes payable ā ā 368 ā ā 33 ā ā 401 ā ā ā ā ā ā ā ā ā Total Interest Expense and Financing Fee ā $ 1,961 ā $ 389 ā $ 2,350 ā $ 1,880 ā $ 309 ā $ 2,189 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities and other Long-Term Liabilities [Abstract] | |
Schedule of accounts payable and accrued expenses | Accounts payable and accrued expenses consisted of the following: ā ā ā ā ā ā ā ā ā March 31, ā ā December 31, ($ in thousands) 2022 2021 ā ā ā ā ā ā Accounts Payable ā $ 44,532 ā $ 47,429 Accrued expenses: ā ā ā Professional fees ā ā 2,501 ā ā 1,835 Salaries, bonus and related benefits ā 9,061 ā 8,809 Research and development ā 9,292 ā 7,932 Research and development - license maintenance fees ā 445 ā 4,640 Research and development - milestones ā 4,600 ā 850 Accrued royalties payable ā 3,779 ā 3,833 Accrued coupon and rebates ā 11,627 ā 10,603 Return reserve ā ā 3,151 ā ā 3,240 Accrued interest ā ā 187 ā ā ā Other ā 2,093 ā 1,489 Total accounts payable and accrued expenses ā $ 91,268 ā $ 90,660 ā |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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, 2022 ā March 31, 2022 ā As of March 31, 2022 ā ā ā ā Non-controlling interests ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) equity share ā non-controlling interests ā in consolidated entities ā ownership UR-1 ā $ 423 ā $ (315) ā $ 108 34.5 % Aevitas ā ā (5,057) ā (190) ā (5,247) 45.9 % Avenue 2 ā 3,286 ā (2,326) ā 960 82.8 % Baergic ā (2,086) ā (90) ā (2,176) 39.0 % Cellvation ā (1,544) ā (74) ā (1,618) 21.7 % Checkpoint 1 ā 29,839 ā (13,603) ā 16,236 80.3 % Coronado SO ā (290) ā ā ā (290) 13.0 % Cyprium ā (2,166) ā (260) ā (2,426) 29.0 % Helocyte ā (5,529) ā (110) ā (5,639) 18.3 % JMC ā 19,120 ā (457) ā 18,663 41.6 % Mustang 2 ā 95,305 ā (16,181) ā 79,124 81.3 % Oncogenuity ā ā (1,124) ā (103) ā (1,227) 24.9 % Tamid ā (740) ā (9) ā (749) 22.8 % Total ā $ 129,437 ā $ (33,718) ā $ 95,719 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā For the Year Ended ā ā ā ā ā As of December 31, 2021 ā December 31, 2021 ā As of December 31, 2021 ā ā ā ā Non-controlling interests ā Net loss attributable to ā Non-controlling interests ā Non-controlling ($ in thousands) equity share non-controlling interests in consolidated entities ownership UR-1 ā $ (442) ā ā (1,353) ā $ (1,795) 34.5 % Aevitas ā ā (4,159) ā ā (901) ā (5,060) 45.9 % Avenue 2 ā 5,739 ā ā (2,909) ā 2,830 82.0 % Baergic ā (2,047) ā ā (39) ā (2,086) 39.0 % Cellvation ā (1,413) ā ā (131) ā (1,544) 21.7 % Checkpoint 1 ā 63,464 ā ā (39,226) ā 24,238 81.5 % Coronado SO ā (290) ā ā ā ā (290) 13.0 % Cyprium ā (1,397) ā ā (807) ā (2,204) 29.8 % Helocyte ā (5,440) ā ā (89) ā (5,529) 18.3 % JMC ā 23,150 ā ā (5,652) ā 17,498 41.6 % Mustang 2 ā 141,527 ā ā (48,518) ā 93,009 82.7 % Oncogenuity ā ā (627) ā ā (497) ā (1,124) 24.9 % Tamid ā (739) ā ā (1) ā (740) 22.8 % Total ā $ 217,326 ā $ (100,123) ā $ 117,203 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, 2022 | |
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, 2022: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ā 2022 2021 Warrants to purchase Common Stock 4,505,621 4,579,954 Options to purchase Common Stock 820,990 853,490 Unvested Restricted Stock 18,710,303 16,391,786 Unvested Restricted Stock Units 103,832 231,926 Total 24,140,746 22,057,156 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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, 2022 and 2021: ā ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā ($ in thousands) 2022 2021 ā Employee and non-employee awards ā $ 2,599 ā $ 1,510 ā Executive awards of Fortress Companies' stock ā 162 ā 345 ā ā ā ā ā ā ā ā ā Partner Companies: ā ā ā ā ā ā Avenue ā 569 ā 115 ā Checkpoint ā 775 ā 774 ā Mustang ā 664 ā 996 ā Journey ā ā 773 ā ā 22 ā Other ā 21 ā 11 ā Total stock-based compensation expense ā $ 5,563 ā $ 3,773 ā 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, 2021 1,018,490 ā $ 5.04 ā $ 368,344 1.68 Granted ā 2,500 ā ā 2.50 ā ā ā ā 9.76 Expired ā (255,000) ā ā 6.39 ā ā ā ā ā Options vested and expected to vest at March 31, 2022 765,990 ā $ 4.44 ā $ ā 2.16 Options vested and exercisable at March 31, 2022 ā 705,990 ā $ 4.44 ā $ ā 2.16 ā ā ā ā ā ā ā ā ā ā ā 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, 2021 ā 18,060,000 ā $ 2.64 Restricted stock granted ā 2,375,972 ā ā 2.50 Restricted stock vested ā (135,000) ā ā 2.71 Restricted stock units granted ā 375,602 ā ā 2.75 Restricted stock units forfeited ā (23,750) ā ā 3.49 Restricted stock units vested ā (93,060) ā ā 3.55 Unvested balance at March 31, 2022 ā 20,559,764 ā $ 2.62 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, 2021 4,505,621 ā $ 3.20 ā $ 68,800 3.93 Expired ā (87,946) ā ā 3.70 ā ā ā ā ā Outstanding as of March 31, 2022 4,417,675 ā $ 3.19 ā $ ā 3.76 Exercisable as of March 31, 2022 4,370,621 ā $ 3.23 ā $ ā 3.61 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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 2021 Form 10-K. The following table summarizes, by partner company, the effective date of the Founders Agreements and Payment-in-Kind (āPIKā) 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 Partner Company Effective Date 1 capitalization Issued Aevitas ā July 28, 2017 2.5 % Common Stock Avenue ā February 17, 2015 0.0 % 2 Common Stock Baergic ā December 17, 2019 4 ā 2.5 % Common Stock Cellvation ā October 31, 2016 2.5 % Common Stock Checkpoint ā March 17, 2015 0.0 % 3 Common Stock Cyprium ā March 13, 2017 2.5 % Common Stock Helocyte ā March 20, 2015 2.5 % Common Stock Mustang ā March 13, 2015 2.5 % Common Stock Oncogenuity ā April 22, 2020 4 ā 2.5 % Common Stock UR-1 ā November 7, 2017 4 2.5 % 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: PIK dividends in Avenue will not be paid or accrued so long as InvaGen Pharmaceuticals Inc. (āInvaGenā) retains certain rights under that certain Stockholders Agreement, dated as of November 12, 2018, by and among the Company, Avenue, InvaGen and the other stockholder parties thereto (the āAvenue Stockholders Agreementā). 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 2021 Form 10-K. 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 ā ā Annual MSA Fee ā Partner company Effective Date (Income)/Expense ā Aevitas ā July 28, 2017 ā $ 500 ā Avenue 1 ā February 17, 2015 ā ā ā Baergic ā March 9, 2017 ā 500 ā Cellvation ā October 31, 2016 ā 500 ā Checkpoint ā March 17, 2015 ā 500 ā Cyprium ā March 13, 2017 ā 500 ā Helocyte ā March 20, 2015 ā ā 500 ā Mustang ā March 13, 2015 ā 1,000 ā Oncogenuity ā February 10, 2017 ā ā 500 ā UR-1 ā November 7, 2017 ā ā 500 ā Fortress ā ā ā (5,000) ā Consolidated (Income)/Expense ā ā ā $ ā ā ā Note 1: MSA fees from Avenue will not be paid or accrued so long as InvaGen retains certain rights under the Avenue Stockholders Agreement. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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 Company are consistently applied to all segments. 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, 2022 Sales Development Consolidated Net revenue ā $ 23,296 ā $ 629 ā $ 23,925 Cost of goods - product revenue ā (8,203) ā ā ā (8,203) Research and development ā (1,266) ā (35,456) ā (36,722) Selling, general and administrative ā ā (14,715) ā ā (11,555) ā ā (26,270) Other expense ā ā (386) ā ā (1,822) ā ā (2,208) Income tax (expense) benefit 1 ā (104) ā 104 ā ā Segment loss ā $ (1,378) ā ā (48,100) ā $ (49,478) ā Note 1: Dermatology Product Sales segment reflects stand-alone income tax expense that has been eliminated in consolidation. 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, 2021 Sales Development Consolidated Net revenue ā $ 10,719 ā $ 868 ā $ 11,587 Cost of goods - product revenue ā (3,908) ā ā ā ā (3,908) Research and development ā ā ā (20,154) ā ā (20,154) Selling, general and administrative ā (6,226) ā (11,316) ā ā (17,542) Other expense ā ā (221) ā ā 4,172 ā ā 3,951 Segment income (loss) ā $ 364 ā $ (26,430) ā $ (26,066) ā ā ā ā The following tables summarize, for the periods indicated, total assets by reportable segment: 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 March 31, 2022 Sales Development Total Assets Intangible assets, net ā $ 30,457 ā $ ā ā $ 30,457 Tangible assets ā ā 90,444 ā ā 287,029 ā ā 377,473 Total segment assets ā $ 120,901 ā $ 287,029 ā $ 407,930 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 December 31, 2021 Sales Development Total Assets Intangible assets, net ā $ 12,552 ā $ ā ā $ 12,552 Tangible assets ā ā 84,732 ā ā 299,219 ā ā 383,951 Total segment assets ā $ 97,284 ā $ 299,219 ā $ 396,503 |
Revenues from Contracts and S_2
Revenues from Contracts and Significant Customers (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenues from Contracts and Significant Customers | |
Schedule of disaggregation of total revenues | The table below summarizes the Companyās revenue for the three months ending March 31, 2022 and 2021: ā ā ā ā ā ā ā ā ā ā Three Months Ended March 31, ā 2022 2021 Revenue ā ā ā ā ā ā TargadoxĀ® ā $ 2,634 ā $ 7,199 XiminoĀ® ā ā 967 ā ā 2,100 ExeldermĀ® ā ā 704 ā ā 1,217 AccutaneĀ® ā ā 4,907 ā ā 196 QbrexzaĀ® ā ā 7,376 ā ā ā AmzeeqĀ® ā ā 3,466 ā ā ā ZilxiĀ® ā ā 741 ā ā ā Other branded revenue ā ā 1 ā ā 7 Collaboration revenue ā ā 577 ā ā 800 Revenue ā related party ā 52 ā 68 Other revenue ā ā 2,500 ā ā Net revenue ā $ 23,925 ā $ 11,587 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2022USD ($)segment | Dec. 31, 2021USD ($) | |
Accounting Policies [Line Items] | ||
Number of reportable segment | segment | 2 | |
Letter of Credit [Member] | ||
Accounting Policies [Line Items] | ||
Restricted cash | $ | $ 2.2 | $ 2.2 |
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% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Schedule of Cash and Cash Equivalents) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Summary of Significant Accounting Policies | ||||
Cash and cash equivalents | $ 287,511 | $ 305,744 | $ 289,897 | |
Restricted cash | 2,220 | 1,645 | ||
Total cash and cash equivalents and restricted cash | $ 289,731 | $ 307,964 | $ 291,542 | $ 234,996 |
Collaboration and Stock Purch_2
Collaboration and Stock Purchase Agreements (Narrative) (Details) $ in Thousands | Feb. 24, 2021USD ($)Milestone | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) |
Collaboration revenue | $ 577 | $ 800 | ||
Accumulated deficit | (563,223) | $ (547,463) | ||
Cash and cash equivalents | 287,511 | 289,897 | $ 305,744 | |
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% | |||
Number of net sales milestones | Milestone | 5 | |||
Collaboration revenue | $ 600 | $ 800 | ||
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 | |||
Completion of Clinical Development Milestones [Member] | Cyprium [Member] | Sentynl Therapeutics, Inc [Member] | ||||
Payments of milestones | $ 3,000 |
Inventory (Narrative) (Details)
Inventory (Narrative) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
VYNE Product Acquisition [Member] | |
Finished good inventory, fair value step-up | $ 0.6 |
Inventory (Schedule of Inventor
Inventory (Schedule of Inventory) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment | ||
Raw materials | $ 8,357 | $ 5,572 |
Work-in-process | 533 | |
Finished goods | 7,297 | 4,290 |
Inventory reserve | (50) | |
Total inventories | $ 16,137 | $ 9,862 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment | ||
Depreciation expense | $ 739 | $ 603 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 24,563 | $ 24,460 |
Less: Accumulated depreciation | (10,133) | (9,394) |
Property, plant and equipment, net | 14,430 | 15,066 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 743 | 739 |
Useful Life (Years) | 3 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 1,387 | 1,387 |
Useful Life (Years) | 5 years | |
Machinery & equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 6,634 | 6,550 |
Useful Life (Years) | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 13,175 | 13,175 |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 2 years | |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 15 years | |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 581 | 581 |
Useful Life (Years) | 40 years | |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 2,043 | $ 2,028 |
Intangibles, net (Narrative) (D
Intangibles, net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Dermira, Inc. a subsidiary of Eli Lilly [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Payments of milestones | $ 7.5 | |
Journey [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Payments of milestones | 10 | |
Amortization of intangible assets | $ 1 | $ 0.6 |
Minimum [Member] | Journey [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, estimated useful lives | 3 years | |
Maximum [Member] | Journey [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, estimated useful lives | 9 years |
Intangibles, net (VYNE Product
Intangibles, net (VYNE Product Acquisition) (Details) $ in Thousands | Jan. 13, 2022USD ($) |
VYNE Product Acquisition [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Consideration transferred at closing | $ 20,000 |
VYNE Product Acquisition [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Deferred cash payment | $ 5,000 |
Percentage of upfront payments received on products outside the U.S. due to VYNE | 10.00% |
VYNE Product Acquisition [Member] | Maximum [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | $ 450,000 |
VYNE Product Acquisition [Member] | Annual Sales Of $100 Million [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | 10,000 |
VYNE Product Acquisition [Member] | Annual Sales Of $200 Million [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | 20,000 |
VYNE Product Acquisition [Member] | Annual Sales Of $300 Million [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | 30,000 |
VYNE Product Acquisition [Member] | Annual Sales Of $400 Million [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | 40,000 |
VYNE Product Acquisition [Member] | Annual Sales Of $500 Million [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Sales-based milestone payments | $ 50,000 |
Intangibles, net (Aggregate con
Intangibles, net (Aggregate consideration transferred for assets acquired in VYNE Product Acquisitions) (Details) - USD ($) $ in Thousands | Jan. 13, 2022 | Mar. 31, 2022 |
VYNE Product Acquisition [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Consideration transferred at closing | $ 20,000 | |
Fair value of deferred cash payment | 4,740 | |
Transaction costs | 223 | |
Total consideration transferred at closing | 24,963 | |
VYNE Product Acquisition [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Deferred cash payment | $ 5,000 | |
Fair value of deferred cash payment | $ 4,800 |
Intangibles, net (Summary of as
Intangibles, net (Summary of assets acquired in VYNE Product Acquisition) (Details) - VYNE Product Acquisition [Member] $ in Thousands | Jan. 13, 2022USD ($) |
Indefinite-lived Intangible Assets [Line Items] | |
Inventory | $ 6,041 |
Fair value of net identifiable assets acquired | 24,963 |
Amzeeq [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Identifiable intangibles | 15,162 |
Zilxi [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Identifiable intangibles | $ 3,760 |
Intangibles, net (Schedule of I
Intangibles, net (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Net intangible assets | $ 30,457 | $ 12,552 |
Journey [Member] | ||
Total intangible assets - asset purchases | 37,925 | 19,003 |
Accumulated amortization | (7,468) | (6,451) |
Net intangible assets | $ 30,457 | $ 12,552 |
Minimum [Member] | Journey [Member] | ||
Intangible assets, estimated useful lives | 3 years | |
Maximum [Member] | Journey [Member] | ||
Intangible assets, estimated useful lives | 9 years |
Intangibles, net (Schedule of F
Intangibles, net (Schedule of Future Amortization of Intangible Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Net intangible assets | $ 30,457 | $ 12,552 |
Journey [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2022 | 3,051 | |
December 31, 2023 | 4,066 | |
December 31, 2024 | 4,067 | |
December 31, 2025 | 4,067 | |
December 31, 2026 | 2,854 | |
Thereafter | 8,410 | |
Sub-total | 26,515 | |
Assets not yet placed in service | 3,942 | |
Net intangible assets | 30,457 | $ 12,552 |
Journey [Member] | Ximino [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2022 | 764 | |
December 31, 2023 | 1,019 | |
December 31, 2024 | 1,019 | |
December 31, 2025 | 1,019 | |
December 31, 2026 | 595 | |
Thereafter | 0 | |
Sub-total | 4,416 | |
Assets not yet placed in service | 0 | |
Net intangible assets | 4,416 | |
Journey [Member] | Accutane [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2022 | 710 | |
December 31, 2023 | 945 | |
December 31, 2024 | 946 | |
December 31, 2025 | 945 | |
December 31, 2026 | 157 | |
Sub-total | 3,703 | |
Net intangible assets | 3,703 | |
Journey [Member] | Amzeeq [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2022 | 1,264 | |
December 31, 2023 | 1,684 | |
December 31, 2024 | 1,685 | |
December 31, 2025 | 1,685 | |
December 31, 2026 | 1,684 | |
Thereafter | 6,739 | |
Sub-total | 14,741 | |
Net intangible assets | 14,741 | |
Journey [Member] | Zilxi [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2022 | 313 | |
December 31, 2023 | 418 | |
December 31, 2024 | 417 | |
December 31, 2025 | 418 | |
December 31, 2026 | 418 | |
Thereafter | 1,671 | |
Sub-total | 3,655 | |
Net intangible assets | $ 3,655 |
Debt and Interest (Narrative) (
Debt and Interest (Narrative) (Details) - USD ($) | Mar. 04, 2022 | Jan. 12, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Aug. 29, 2020 | Aug. 27, 2020 |
Debt Instrument [Line Items] | |||||||
Total notes payable | $ 85,056,000 | $ 42,937,000 | |||||
Unamortized debt discount fees | 10,994,000 | 7,063,000 | |||||
Debt instrument, interest expense | 1,961,000 | $ 1,880,000 | |||||
Amortization of interest discount | 389,000 | 309,000 | |||||
Amortization of debt discount | 389,000 | 309,000 | |||||
East West Bank ("EWB Loan") [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amount outstanding | $ 800,000 | ||||||
Maximum borrowing capacity | $ 7,500,000 | ||||||
EWB Amendment [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amount outstanding | 0 | ||||||
Debt instrument term | 4 years | ||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||
Prime Rate [Member] | EWB Amendment [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.70% | ||||||
Letter of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest expense | 15,000 | 9,000 | |||||
Oaktree Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 60,000,000 | ||||||
Debt instrument, interest expense | $ 1,375,000 | $ 1,650,000 | |||||
Debt instrument, stated interest rate | 11.00% | ||||||
Exercise price of warrants | $ 3.20 | ||||||
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 | ||||||
EWB Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 20,000,000 | ||||||
Debt instrument, stated interest rate | 5.23% | ||||||
Debt instrument term | 4 years | ||||||
EWB Term Loan [Member] | Debt Tranche 1 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from debt | $ 15,000,000 | ||||||
Debt instrument face amount | 15,000,000 | ||||||
EWB Term Loan [Member] | Debt Tranche 2 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 5,000,000 | ||||||
EWB Term Loan [Member] | Prime Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.73% | ||||||
Runway Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from debt | $ 30,000,000 | $ 30,000,000 | |||||
Debt instrument face amount | $ 75,000,000 | ||||||
Debt, effective interest rate | 9.67% | ||||||
Debt instrument, stated interest rate | 8.75% | 9.36% | |||||
Amortization of interest discount | $ 12,900 | ||||||
Final payment fee | $ 1,000,000 | ||||||
Collateral amount | $ 75,000 | ||||||
Percentage of upfront commitment fee | 1.00% | ||||||
Upfront Commitment Fee | $ 300,000 | ||||||
Agency fees payment | $ 2,700,000 | ||||||
Final payment as a percentage of original principal | 3.50% | ||||||
Amortization of debt discount | $ 12,900 | ||||||
Runway Note [Member] | Financial Milestones [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 45,000,000 | ||||||
Runway Note [Member] | LIBOR Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Runway Note [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, effective interest rate | 9.25% | ||||||
Warrants to Purchase Common Stock [Member] | Runway Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Warrants, fair value | $ 400,000 | ||||||
Warrant expiration term | 10 years | ||||||
Warrants to Purchase Common Stock [Member] | Risk Free Interest Rate [Member] | Runway Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of warrants assumptions | 0.0174 | ||||||
Warrants to Purchase Common Stock [Member] | Expected Volatility [Member] | Runway Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of warrants assumptions | 0.573 | ||||||
Mustang [Member] | Common Stock [Member] | Runway Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Exercise price of warrants | $ 0.8021 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 748,036 |
Debt and Interest (Schedule of
Debt and Interest (Schedule of Debt) (Details) - USD ($) $ in Thousands | Mar. 04, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||
Less: Discount of notes payable | $ (10,994) | $ (7,063) | |
Repayment of Oaktree Note | (10,450) | ||
Total notes payable | 85,056 | 42,937 | |
Oaktree Note [Member] | |||
Debt Instrument [Line Items] | |||
Total notes payable, gross | $ 50,000 | $ 60,450 | |
Interest rate | 11.00% | ||
Maturity Date, description | August 31, 2025 | ||
EWB Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Total notes payable, gross | $ 15,000 | ||
Interest rate | 5.23% | ||
Maturity Date, description | January - 2026 | ||
Runway Note [Member] | |||
Debt Instrument [Line Items] | |||
Total notes payable, gross | $ 31,050 | ||
Interest rate | 8.75% | 9.36% | |
Maturity Date, description | April - 2027 | ||
Runway Note [Member] | LIBOR Rate [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% |
Debt and Interest (Partner comp
Debt and Interest (Partner company installment payments) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Partner company installment payments - licenses, short-term | $ 8,000 | $ 5,000 |
Less: imputed interest | (637) | (490) |
Sub-total partner company installment payments - licenses, short-term | 7,363 | 4,510 |
Partner company installment payments - licenses, long-term | 4,000 | 4,000 |
Less: imputed interest | (284) | (373) |
Sub-total partner company installment payments - licenses, long-term | 3,716 | 3,627 |
Total partner company installment payments - licenses | 11,079 | 8,137 |
Ximino [Member] | ||
Debt Instrument [Line Items] | ||
Partner company installment payments - licenses, short-term | 2,000 | 2,000 |
Less: imputed interest | (379) | (425) |
Sub-total partner company installment payments - licenses, short-term | 1,621 | 1,575 |
Partner company installment payments - licenses, long-term | 3,000 | 3,000 |
Less: imputed interest | (271) | (350) |
Sub-total partner company installment payments - licenses, long-term | 2,729 | 2,650 |
Total partner company installment payments - licenses | $ 4,350 | $ 4,225 |
Imputed interest rate | 11.96% | 11.96% |
Accutane [Member] | ||
Debt Instrument [Line Items] | ||
Partner company installment payments - licenses, short-term | $ 1,000 | $ 2,000 |
Less: imputed interest | (52) | (65) |
Sub-total partner company installment payments - licenses, short-term | 948 | 1,935 |
Partner company installment payments - licenses, long-term | 1,000 | 1,000 |
Less: imputed interest | (13) | (23) |
Sub-total partner company installment payments - licenses, long-term | 987 | 977 |
Total partner company installment payments - licenses | $ 1,935 | $ 2,912 |
Imputed interest rate | 4.03% | 4.03% |
VYNE Therapeutics [Member] | ||
Debt Instrument [Line Items] | ||
Partner company installment payments - licenses, short-term | $ 5,000 | |
Less: imputed interest | (206) | |
Sub-total partner company installment payments - licenses, short-term | 4,794 | |
Total partner company installment payments - licenses | $ 4,794 | |
Anti-itch Product [Member] | ||
Debt Instrument [Line Items] | ||
Partner company installment payments - licenses, short-term | $ 1,000 | |
Sub-total partner company installment payments - licenses, short-term | 1,000 | |
Total partner company installment payments - licenses | $ 1,000 | |
Imputed interest rate | 4.25% | 4.25% |
Debt and Interest (Interest Exp
Debt and Interest (Interest Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Interest expense, interest | $ 1,961 | $ 1,880 | |
Amortization of fees | 389 | 309 | |
Interest expense, Total | 2,350 | 2,189 | |
Unamortized debt discount fees | 10,994 | $ 7,063 | |
Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Interest expense, interest | 15 | 9 | |
Amortization of fees | 0 | 0 | |
Interest expense, Total | 15 | 9 | |
Oaktree Note [Member] | |||
Debt Instrument [Line Items] | |||
Interest expense, interest | 1,375 | 1,650 | |
Amortization of fees | 356 | 309 | |
Interest expense, Total | 1,731 | 1,959 | |
Partner company installment payments - licenses [Member] | |||
Debt Instrument [Line Items] | |||
Interest expense, interest | 203 | 221 | |
Amortization of fees | 0 | 0 | |
Interest expense, Total | 203 | 221 | |
Partner Company Notes Payable [Member] | |||
Debt Instrument [Line Items] | |||
Interest expense, interest | 368 | 0 | |
Amortization of fees | 33 | 0 | |
Interest expense, Total | $ 401 | $ 0 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Accrued expenses: | ||
Accounts Payable | $ 44,532 | $ 47,429 |
Professional fees | 2,501 | 1,835 |
Salaries, bonus and related benefits | 9,061 | 8,809 |
Research and development | 9,292 | 7,932 |
Research and development - license maintenance fees | 445 | 4,640 |
Research and development - milestones | 4,600 | 850 |
Accrued royalties payable | 3,779 | 3,833 |
Accrued coupon and rebates | 11,627 | 10,603 |
Return reserve | 3,151 | 3,240 |
Accrued interest | 187 | 0 |
Other | 2,093 | 1,489 |
Total accounts payable and accrued expenses | $ 91,268 | $ 90,660 |
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, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 129,437 | $ 217,326 | |
Net loss attributable to non-controlling interests | (33,718) | $ (17,244) | (100,123) |
Non-controlling interests in consolidated entities | 95,719 | 117,203 | |
UR-1 Therapeutics, Inc [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | 423 | (442) | |
Net loss attributable to non-controlling interests | (315) | (1,353) | |
Non-controlling interests in consolidated entities | $ 108 | $ (1,795) | |
Non-controlling ownership | 34.50% | 34.50% | |
Aevitas [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (5,057) | $ (4,159) | |
Net loss attributable to non-controlling interests | (190) | (901) | |
Non-controlling interests in consolidated entities | $ (5,247) | $ (5,060) | |
Non-controlling ownership | 45.90% | 45.90% | |
Avenue [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 3,286 | $ 5,739 | |
Net loss attributable to non-controlling interests | (2,326) | (2,909) | |
Non-controlling interests in consolidated entities | $ 960 | $ 2,830 | |
Non-controlling ownership | 82.80% | 82.00% | |
Baergic [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (2,086) | $ (2,047) | |
Net loss attributable to non-controlling interests | (90) | (39) | |
Non-controlling interests in consolidated entities | $ (2,176) | $ (2,086) | |
Non-controlling ownership | 39.00% | 39.00% | |
Cellvation [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (1,544) | $ (1,413) | |
Net loss attributable to non-controlling interests | (74) | (131) | |
Non-controlling interests in consolidated entities | $ (1,618) | $ (1,544) | |
Non-controlling ownership | 21.70% | 21.70% | |
Checkpoint [Member]. | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 29,839 | $ 63,464 | |
Net loss attributable to non-controlling interests | (13,603) | (39,226) | |
Non-controlling interests in consolidated entities | $ 16,236 | $ 24,238 | |
Non-controlling ownership | 80.30% | 81.50% | |
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 | $ (2,166) | $ (1,397) | |
Net loss attributable to non-controlling interests | (260) | (807) | |
Non-controlling interests in consolidated entities | $ (2,426) | $ (2,204) | |
Non-controlling ownership | 29.00% | 29.80% | |
Helocyte [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (5,529) | $ (5,440) | |
Net loss attributable to non-controlling interests | (110) | (89) | |
Non-controlling interests in consolidated entities | $ (5,639) | $ (5,529) | |
Non-controlling ownership | 18.30% | 18.30% | |
JMC [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 19,120 | $ 23,150 | |
Net loss attributable to non-controlling interests | (457) | (5,652) | |
Non-controlling interests in consolidated entities | $ 18,663 | $ 17,498 | |
Non-controlling ownership | 41.60% | 41.60% | |
Mustang [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ 95,305 | $ 141,527 | |
Net loss attributable to non-controlling interests | (16,181) | (48,518) | |
Non-controlling interests in consolidated entities | $ 79,124 | $ 93,009 | |
Non-controlling ownership | 81.30% | 82.70% | |
Oncogenuity [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (1,124) | $ (627) | |
Net loss attributable to non-controlling interests | (103) | (497) | |
Non-controlling interests in consolidated entities | $ (1,227) | $ (1,124) | |
Non-controlling ownership | 24.90% | 24.90% | |
Tamid [Member] | |||
Noncontrolling Interest [Line Items] | |||
NCI equity share | $ (740) | $ (739) | |
Net loss attributable to non-controlling interests | (9) | (1) | |
Non-controlling interests in consolidated entities | $ (749) | $ (740) | |
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, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common Stock, par value | $ 0.001 | $ 0.001 | |
Potentially dilutive securities excluded from the computations of diluted weighted average shares outstanding | 24,140,746 | 22,057,156 | |
Warrants to Purchase Common 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 | 4,505,621 | 4,579,954 | |
Options to Purchase Common 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 | 820,990 | 853,490 | |
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 | 18,710,303 | 16,391,786 | |
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 | 103,832 | 231,926 |
Stockholders' Equity (Stock-Bas
Stockholders' Equity (Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 5,563 | $ 3,773 |
Avenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 569 | 115 |
Checkpoint [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 775 | 774 |
Mustang [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 664 | 996 |
Journey [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 773 | 22 |
Other Partners [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 21 | 11 |
Employee And Nonemployee Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 2,599 | 1,510 |
Executive Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 162 | $ 345 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2022 | Jan. 01, 2021 | Aug. 29, 2020 | Mar. 31, 2022 | Mar. 31, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 5,563 | $ 3,773 | |||
Stock options, unrecognized compensation expense | 0 | ||||
Journey [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | 773 | 22 | |||
Oaktree Note [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price of warrants | $ 3.20 | ||||
Percentage of market price of common stock for additional warrants | 95.00% | ||||
Warrants expiration date | Aug. 27, 2030 | ||||
Long-term Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 1,300 | 1,000 | |||
Number of shares Granted | 1,102,986 | 1,030,339 | |||
Fair value of stock granted | $ 2,800 | $ 3,300 | |||
LTIP, Percentage of outstanding shares | 1.00% | ||||
Long-Term Incentive Program condition, increase in market capitalization | $ 100,000 | ||||
Maximum [Member] | Oaktree Note [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,749,450 | ||||
Research and Development Expense [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | 1,400 | 1,200 | |||
General and Administrative Expense [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | 4,100 | 2,600 | |||
Restricted Stock Awards and Restricted Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense for awards other than options | $ 25,200 | $ 21,800 | |||
Share-based compensation, period for recognition of expense | 2 years 6 months | 3 years 7 months 6 days | |||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares Granted | 2,375,972 | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares Granted | 375,602 |
Stockholders' Equity (Stock Opt
Stockholders' Equity (Stock Option Activities) (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options vested and expected to vest, Number of shares | 1,018,490 | |
Number of shares, Granted | 2,500 | |
Number of shares, Expired | (255,000) | |
Options vested and expected to vest, Number of shares | 765,990 | 1,018,490 |
Options vested and exercisable, Number of shares | 705,990 | |
Options vested and expected to vest, Weighted average exercise price | $ 5.04 | |
Weighted average exercise price, Granted | 2.50 | |
Weighted average exercise price, Expired | 6.39 | |
Options vested and expected to vest, Weighted average exercise price | 4.44 | $ 5.04 |
Options vested and exercisable, Weighted average exercise price | $ 4.44 | |
Total weighted average intrinsic value, Options vested and expected to vest | $ 368,344 | |
Total weighted average intrinsic value, Options vested and expected to vest | $ 368,344 | |
Options vested and expected to vest, Weighted average contractual life | 2 years 1 month 28 days | 1 year 8 months 4 days |
Options Granted, weighted average remaining contractual life (years) | 9 years 9 months 3 days | |
Options vested and exercisable, Weighted average remaining contractual life (years) | 2 years 1 month 28 days |
Stockholders' Equity (Restricte
Stockholders' Equity (Restricted Stock Awards and Restricted Stock Units) (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Restricted Stock Awards and Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares, Unvested balance | 20,559,764 | 18,060,000 |
Weighted average grant price, Unvested balance | $ 2.62 | $ 2.64 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares Granted | 2,375,972 | |
Number of shares, Vested | (135,000) | |
Weighted average grant price, Granted | $ 2.50 | |
Weighted average grant price, Vested | $ 2.71 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares Granted | 375,602 | |
Number of shares, Vested | (93,060) | |
Number of shares, Forfeited | (23,750) | |
Weighted average grant price, Granted | $ 2.75 | |
Weighted average grant price, Vested | 3.55 | |
Weighted average exercise price, Forfeited | $ 3.49 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule of Warrant activities) (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
Outstanding warrants | 4,417,675 | 4,505,621 |
Warrants expired, Number of shares | (87,946) | |
Warrants exercisable, Number of shares | 4,370,621 | |
Warrants outstanding, Weighted average exercise price | $ 3.19 | $ 3.20 |
Warrants expired, Weighted average exercise price | 3.70 | |
Warrants exercisable, Weighted average exercise price | $ 3.23 | |
Warrants outstanding, Weighted average intrinsic value | $ 0 | $ 68,800 |
Warrants exercisable, Weighted average intrinsic value | $ 0 | |
Warrants, Weighted average remaining contractual life | 3 years 9 months 3 days | 3 years 11 months 4 days |
Warrants exercisable, Weighted average remaining contractual life | 3 years 7 months 9 days |
Stockholders' Equity (Capital R
Stockholders' Equity (Capital Raises) (Narrative) (Details) - USD ($) | Mar. 04, 2022 | Apr. 23, 2021 | Oct. 23, 2020 | Nov. 30, 2020 | Mar. 31, 2022 | Mar. 31, 2021 |
Runway Note [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Proceeds from issuance of notes | $ 30,000,000 | $ 30,000,000 | ||||
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 | 2,400,000 | |||||
Stock offering, price per share | $ 1.80 | |||||
Stock offering, gross proceeds | $ 4,400,000 | |||||
Stock offering, aggregate fees paid | 100,000 | |||||
Amount available for future stock offerings | $ 13,000,000 | |||||
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 | 3,741,939 | 7,025,309 | ||||
Stock offering, price per share | $ 2.19 | $ 3.50 | ||||
Stock offering, gross proceeds | $ 8,200,000 | $ 24,600,000 | ||||
Sale of stock, net proceeds | $ 8,000,000 | $ 23,900,000 | ||||
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 | 93,542 | 175,625 | ||||
Shares issued (in percent) | 2.50% | |||||
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 | 2,800,000 | 11,600,000 | ||||
Stock offering, price per share | $ 1 | $ 4.17 | ||||
Stock offering, gross proceeds | $ 2,800,000 | $ 48,400,000 | ||||
Stock offering, aggregate fees paid | $ 49,000 | 900,000 | ||||
Sale of stock, net proceeds | $ 47,500,000 | |||||
Shares issued (in percent) | 2.50% | |||||
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 | 1,049,302 | 325,221 | ||||
Number of Shares issuable for At-the-Market offering | 63,688 | |||||
Shares issued (in percent) | 2.50% | |||||
Shelf Registration Statement [Member] | Checkpoint [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Amount available for future stock offerings | $ 46,400,000 | |||||
Shelf Registration Statement [Member] | Mustang [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Amount available for future stock offerings | 200,000,000 | |||||
Shelf Registration Statement [Member] | Maximum [Member] | Checkpoint [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock offering, aggregate offering permitted by the agreement | $ 100,000,000 | |||||
Shelf Registration Statement [Member] | Maximum [Member] | Mustang [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock offering, aggregate offering permitted by the agreement | $ 200,000,000 | |||||
Mustang 2020 S-3 [Member] | Mustang [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock offering, aggregate offering permitted by the agreement | $ 100,000,000 | |||||
Amount available for future stock offerings | $ 11,700,000 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |||
Revenue from TGTX | $ 52,000 | $ 68,000 | |
Total notes payable | 85,056,000 | $ 42,937,000 | |
Interest expense, interest | $ 1,961,000 | 1,880,000 | |
Checkpoint [Member] | |||
Related Party Transaction [Line Items] | |||
Paid in Kind dividend as a percentage of fully diluted outstanding capitalization | 0.00% | ||
Avenue [Member] | |||
Related Party Transaction [Line Items] | |||
Paid in Kind dividend as a percentage of fully diluted outstanding capitalization | 0.00% | ||
Journey [Member] | |||
Related Party Transaction [Line Items] | |||
Proceeds from Related Party Agreement | $ 100,000 | ||
Chief Executive Officer (Dr. Rosenwald) [Member] | |||
Related Party Transaction [Line Items] | |||
Interest own in percent by principal stockholder or director | 10.90% | ||
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 | $ 900,000 | 700,000 | |
Percentage of Rentable Area | 65.00% | ||
Desk Share Agreements [Member] | TGTX [Member] | New York, NY Office Space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | $ 500,000 | 400,000 | |
Desk Share Agreements [Member] | TGTX [Member] | Waltham office space [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, receivables | 20,000 | 28,000 | |
Total payment for rent | $ 100,000 | $ 100,000 |
Related Party Transactions (PIK
Related Party Transactions (PIK Dividend or Equity Fee Payable) (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Aevitas [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Jul. 28, 2017 |
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% |
Baergic [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Dec. 17, 2019 |
PIK dividend 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% |
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% |
Cyprium [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2017 |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% |
Helocyte [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 20, 2015 |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% |
Mustang [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2015 |
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% |
UR-1 Therapeutics, Inc [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Nov. 7, 2017 |
PIK dividend as a percentage of fully diluted outstanding capitalization | 2.50% |
Related Party Transactions (Man
Related Party Transactions (Management Services Agreement) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Related Party Transaction [Line Items] | |
Fortress - MSA Income | $ (5,000) |
Aevitas [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Jul. 28, 2017 |
Partner companies, MSA fee expense | $ 500 |
Baergic [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 9, 2017 |
Partner companies, MSA fee expense | $ 500 |
Cellvation [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Oct. 31, 2016 |
Partner companies, MSA fee expense | $ 500 |
Checkpoint [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 17, 2015 |
Partner companies, MSA fee expense | $ 500 |
Cyprium [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2017 |
Partner companies, MSA fee expense | $ 500 |
Helocyte [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 20, 2015 |
Partner companies, MSA fee expense | $ 500 |
Mustang [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Mar. 13, 2015 |
Partner companies, MSA fee expense | $ 1,000 |
Oncogenuity [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Feb. 10, 2017 |
Partner companies, MSA fee expense | $ 500 |
UR-1 Therapeutics, Inc [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Nov. 7, 2017 |
Partner companies, MSA fee expense | $ 500 |
Avenue [Member] | |
Related Party Transaction [Line Items] | |
Effective date | Feb. 17, 2015 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2022segment | |
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, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net Revenue | $ 23,925 | $ 11,587 |
Direct cost of goods | (8,203) | (3,908) |
Research and development | (36,722) | (20,154) |
Selling, general and administrative | 26,270 | 17,542 |
Other expense | (2,208) | 3,951 |
Income tax expense | 0 | 0 |
Net loss | (49,478) | (26,066) |
Dermatology Products Sales [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Revenue | 23,296 | 10,719 |
Direct cost of goods | (8,203) | (3,908) |
Research and development | (1,266) | 0 |
Selling, general and administrative | 14,715 | 6,226 |
Other expense | (386) | (221) |
Income tax expense | (104) | |
Net loss | (1,378) | 364 |
Pharmaceutical and Biotechnology Product Development [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Revenue | 629 | 868 |
Direct cost of goods | 0 | 0 |
Research and development | (35,456) | (20,154) |
Selling, general and administrative | 11,555 | 11,316 |
Other expense | (1,822) | 4,172 |
Income tax expense | 104 | |
Net loss | $ (48,100) | $ (26,430) |
Segment Information (Total asse
Segment Information (Total assets by reportable segment) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Intangible asset, net | $ 30,457 | $ 12,552 |
Tangible assets | 377,473 | 383,951 |
Total assets | 407,930 | 396,503 |
Dermatology Products Sales [Member] | ||
Segment Reporting Information [Line Items] | ||
Intangible asset, net | 30,457 | 12,552 |
Tangible assets | 90,444 | 84,732 |
Total assets | 120,901 | 97,284 |
Pharmaceutical and Biotechnology Product Development [Member] | ||
Segment Reporting Information [Line Items] | ||
Tangible assets | 287,029 | 299,219 |
Total assets | $ 287,029 | $ 299,219 |
Revenues from Contracts and S_3
Revenues from Contracts and Significant Customers (Narrative) (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022USD ($)customer | Mar. 31, 2021customer | Dec. 31, 2021customer | |
Dermira, Inc. a subsidiary of Eli Lilly [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Payments of milestones | $ | $ 7.5 | ||
Journey [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Payments of milestones | $ | $ 10 | ||
Dermatology Products Sales [Member] | Customer Concentration Risk [Member] | Revenue [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Number of customers | customer | 0 | 0 | |
Dermatology Products Sales [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Number of customers | customer | 2 | 2 | |
Dermatology Products Sales [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | Minimum [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk, percentage | 10.00% | 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, 2022 | Mar. 31, 2021 | |
Product revenue, net | $ 20,796 | $ 10,719 |
Collaboration revenue | 577 | 800 |
Revenue - related party | 52 | 68 |
Other revenue | 2,500 | |
Net revenue | 23,925 | 11,587 |
Targadox [Member] | ||
Product revenue, net | 2,634 | 7,199 |
Ximino [Member] | ||
Product revenue, net | 967 | 2,100 |
Exelderm [Member] | ||
Product revenue, net | 704 | 1,217 |
Accutane [Member] | ||
Product revenue, net | 4,907 | 196 |
Qbrexza [Member] | ||
Product revenue, net | 7,376 | |
Amzeeq [Member] | ||
Product revenue, net | 3,466 | |
Zilxi [Member] | ||
Product revenue, net | 741 | |
Other Branded Revenue [Member] | ||
Product revenue, net | $ 1 | $ 7 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income taxes | ||
Effective income tax rate | 0.00% | |
Minimum ownership interest in subsidiaries for consolidated income tax return | 80.00% | |
Income tax expense (benefit) | $ 0 | $ 0 |