Sorrento Therapeutics (SRNE) 10-Q 5 Nov 21 2021 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2021	Oct. 23, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Trading Symbol	SRNE
Document Period End Date	Sep. 30, 2021
Document Fiscal Year Focus	2021
Document Transition Report	false
Entity File Number	001-36150
Entity Registrant Name	SORRENTO THERAPEUTICS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	33-0344842
Entity Address, Address Line One	4955 Directors Place
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	203-4100
Title of 12(b) Security	Common Stock, $0.0001 par value
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		306,335,789
Entity Central Index Key	0000850261
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Amendment Flag	false

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 39,735	$ 56,464
Marketable investment	122,934	0
Accounts receivables, net	16,454	15,506
Inventory	5,427	1,831
Prepaid expenses	12,196	8,712
Other current assets	3,974	3,721
Total current assets	200,720	86,234
Property and equipment, net	45,750	31,861
Operating lease right-of-use assets	76,674	42,052
Intangibles, net	320,970	73,675
Goodwill	52,892	43,554
Equity investments	51,120	256,397
Other assets, net	4,664	2,049
Total assets	752,790	535,822
Current liabilities:
Accounts payable	27,839	24,706
Accrued payroll and related benefits	16,674	20,859
Accrued expenses	23,575	19,198
Current portion of deferred revenue	2,284	4,485
Current portion of operating lease liabilities	11,644	3,626
Current portion of contingent consideration and acquisition consideration payable	65,682	398
Current portion of debt	27,486	23,208
Total current liabilities	175,184	96,480
Long-term debt, net of discount	83,495	92,258
Deferred tax liabilities, net	5,083	6,918
Deferred revenue	119,206	113,185
Derivative liabilities	35,300	35,400
Operating lease liabilities	79,930	50,301
Contingent consideration and acquisition consideration payable	121,504	549
Other long-term liabilities	1,761	0
Total liabilities	621,463	395,091
Commitments and contingencies (See Note 10)
Sorrento Therapeutics, Inc. equity
Preferred stock, $0.0001 par value; 100,000,000 shares authorized and no shares issued or outstanding
Common stock, $0.0001 par value 750,000,000 shares authorized and 303,466,554 and 275,285,582 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively	31	28
Additional paid-in capital	1,421,966	1,172,346
Accumulated other comprehensive loss	1,155	520
Accumulated deficit	(1,242,187)	(958,279)
Treasury stock, 7,568,182 shares at cost at September 30, 2021, and December 31, 2020	(49,464)	(49,464)
Total Sorrento Therapeutics, Inc. stockholders’ equity	131,501	165,151
Noncontrolling interests	(174)	(24,420)
Total equity	131,327	140,731
Total liabilities and stockholders’ equity	$ 752,790	$ 535,822

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Preferred stock, par value (USD per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	100,000,000	100,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (USD per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	303,466,554	275,285,582
Common stock, shares outstanding (in shares)	303,466,554	275,285,582
Treasury stock, shares (in shares)	7,568,182	7,568,182

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenues:
Revenues	$ 12,062	$ 11,753	$ 39,828	$ 28,481
Operating costs and expenses:
Research and development	49,448	32,003	147,787	77,307
Acquired in-process research and development	11,125	34,884	23,608	39,765
Selling, general and administrative	48,489	24,265	142,276	75,027
Intangible amortization	1,000	1,034	3,105	3,018
Total operating costs and expenses	113,449	94,857	326,670	202,476
Loss from operations	(101,387)	(83,104)	(286,842)	(173,995)
(Loss) gain on derivative liabilities	(1,800)	(1,000)	100	5,900
(Loss) gain on marketable investments	(13,483)	0	17,047	0
Loss on debt extinguishment, net	0	0	(6,695)	(51,939)
(Loss) gain on foreign currency exchange	(300)	30	(841)	7
Interest expense, net	(2,900)	(2,562)	(7,282)	(17,664)
Other income	97	238	53	179
Loss before income tax	(119,773)	(86,398)	(284,460)	(237,512)
Income tax expense (benefit)	386	145	(461)	(2,050)
(Loss) gain on equity method investments	164	(566)	(277)	(5,821)
Net loss	(119,995)	(87,109)	(284,276)	(241,283)
Net loss attributable to noncontrolling interests	(192)	(3,086)	(368)	(14,324)
Net loss attributable to Sorrento	$ (119,803)	$ (84,023)	$ (283,908)	$ (226,959)
Net loss per share - basic per share attributable to Sorrento (USD per share)	$ (0.40)	$ (0.33)	$ (0.98)	$ (1.05)
Net loss per share - diluted per share attributable to Sorrento (USD per share)	$ (0.40)	$ (0.33)	$ (0.98)	$ (1.05)
Weighted-average shares used during period - basic per share attributable to Sorrento (in shares)	299,276	251,211	290,029	217,050
Weighted-average shares used during period - diluted per share attributable to Sorrento (in shares)	299,276	257,670	290,029	223,509
Product
Revenues:
Revenues	$ 7,562	$ 7,874	$ 22,439	$ 18,916
Operating costs and expenses:
Cost of products sold and services	1,172	549	2,549	1,796
Service
Revenues:
Revenues	4,500	3,879	17,389	9,565
Operating costs and expenses:
Cost of products sold and services	$ 2,215	$ 2,122	$ 7,345	$ 5,563

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (119,995)	$ (87,109)	$ (284,276)	$ (241,283)
Other comprehensive income:
Foreign currency translation adjustments	22	669	635	714
Total other comprehensive income	22	669	635	714
Comprehensive loss	(119,973)	(86,440)	(283,641)	(240,569)
Comprehensive loss attributable to noncontrolling interests	(192)	(3,086)	(368)	(14,324)
Comprehensive loss attributable to Sorrento	$ (119,781)	$ (83,354)	$ (283,273)	$ (226,245)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Public Placement	Aspire Purchase Agreement	Equity Compensation Plans	ACEA Therapeutics, Inc	SmartPharm	Common Stock	Common StockPublic Placement	Common StockAspire Purchase Agreement	Common StockEquity Compensation Plans	Common StockACEA Therapeutics, Inc	Common StockSmartPharm	Treasury Stock	Additional Paid-in Capital	Additional Paid-in CapitalPublic Placement	Additional Paid-in CapitalAspire Purchase Agreement	Additional Paid-in CapitalEquity Compensation Plans	Additional Paid-in CapitalACEA Therapeutics, Inc	Additional Paid-in CapitalSmartPharm	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Noncontrolling Interest
Balance at Dec. 31, 2019	$ 32,756						$ 18						$ 49,464	$ 788,122						$ (270)	$ (659,818)	$ (45,832)
Balance, shares (in shares) at Dec. 31, 2019							167,798						7,568
Issuance of common stock for equity offerings		$ 7,326	$ 62,953	$ 99				$ 1	$ 3						$ 7,325	$ 62,950	$ 99
Issuance of common stock for equity offerings (in shares)								2,091	29,619	49
Issuance of common stock upon exercise of warrants	13,535						$ 1							13,534
Issuance of common stock upon issuance of warrants (in shares)							5,009
Stock-based compensation	3,682													3,682
Foreign currency translation adjustment	55																			55
Net Income (loss)	(69,180)																				(65,195)	(3,985)
Balance at Mar. 31, 2020	51,226						$ 23						$ (49,464)	875,712						(215)	(725,013)	(49,817)
Balance, shares (in shares) at Mar. 31, 2020							204,566						7,568
Balance at Dec. 31, 2019	32,756						$ 18						$ 49,464	788,122						(270)	(659,818)	(45,832)
Balance, shares (in shares) at Dec. 31, 2019							167,798						7,568
Foreign currency translation adjustment	714
Net Income (loss)	(241,283)
Balance at Sep. 30, 2020	145,284						$ 28						$ (49,464)	1,141,208						444	(886,776)	(60,156)
Balance, shares (in shares) at Sep. 30, 2020							261,738						7,568
Balance at Mar. 31, 2020	51,226						$ 23						$ (49,464)	875,712						(215)	(725,013)	(49,817)
Balance, shares (in shares) at Mar. 31, 2020							204,566						7,568
Exercise of stock options, net	3,797													3,797
Exercise of stock options (in shares)							877
Issuance of common stock for equity offerings		81,533						$ 1							81,532
Issuance of common stock for equity offerings (in shares)								18,289
Issuance of common stock upon exercise of warrants	25,327						$ 1							25,326
Issuance of common stock upon issuance of warrants (in shares)							8,115
Stock-based compensation	3,335													3,335
Foreign currency translation adjustment	(10)																			(10)
Net Income (loss)	(84,993)																				(77,740)	(7,253)
Balance at Jun. 30, 2020	80,215						$ 25						$ (49,464)	989,702						(225)	(802,753)	(57,070)
Balance, shares (in shares) at Jun. 30, 2020							231,847						7,568
Exercise of stock options, net	1,177													1,177
Exercise of stock options (in shares)							288
Issuance of common stock for equity offerings	63,765						$ 1							63,764
Issuance of common stock for equity offerings (in shares)							6,817
Issuance of common stock upon exercise of warrants	53,876						$ 2							53,874
Issuance of common stock upon issuance of warrants (in shares)							19,957
Other acquisitions, license agreements and investments paid in equity	6,975					$ 19,421								6,975					$ 19,421
Other acquisitions, license agreements and investments paid in equity (in shares)							997					1,832
Stock-based compensation	6,295													6,295
Foreign currency translation adjustment	669																			669
Net Income (loss)	(87,109)																				(84,023)	(3,086)
Balance at Sep. 30, 2020	145,284						$ 28						$ (49,464)	1,141,208						444	(886,776)	(60,156)
Balance, shares (in shares) at Sep. 30, 2020							261,738						7,568
Balance at Dec. 31, 2020	140,731						$ 28						$ (49,464)	1,172,346						520	(958,279)	(24,420)
Balance, shares (in shares) at Dec. 31, 2020							275,286						7,568
Issuance of common stock for equity offerings		42,209		5,394				$ 1							42,208		5,394
Issuance of common stock for equity offerings (in shares)								3,901		500
Issuance of common stock upon exercise of warrants	9,050													9,050
Issuance of common stock upon issuance of warrants (in shares)							2,550
Other acquisitions, license agreements and investments paid in equity	7,500													7,500
Other acquisitions, license agreements and investments paid in equity (in shares)							851
Changes to noncontrolling interests from increased ownership in Scilex Holding														(23,963)								23,963
Changes to noncontrolling interests from increased ownership in Scilex Holding (in shares)							2,567
Stock-based compensation	23,660													23,660
Foreign currency translation adjustment	(75)																			(75)
Net Income (loss)	2,418																				2,510	(92)
Balance at Mar. 31, 2021	230,887						$ 29						$ (49,464)	1,236,195						445	(955,769)	(549)
Balance, shares (in shares) at Mar. 31, 2021							285,655						7,568
Balance at Dec. 31, 2020	$ 140,731						$ 28						$ (49,464)	1,172,346						520	(958,279)	(24,420)
Balance, shares (in shares) at Dec. 31, 2020							275,286						7,568
Exercise of stock options (in shares)	869,676
Foreign currency translation adjustment	$ 635
Net Income (loss)	(284,276)
Balance at Sep. 30, 2021	131,327						$ 31						$ (49,464)	1,421,966						1,155	(1,242,187)	(174)
Balance, shares (in shares) at Sep. 30, 2021							303,467						7,568
Balance at Mar. 31, 2021	230,887						$ 29						$ (49,464)	1,236,195						445	(955,769)	(549)
Balance, shares (in shares) at Mar. 31, 2021							285,655						7,568
Issuance of common stock for equity offerings		$ 50,752		1,377				$ 1							50,751		1,377
Issuance of common stock for equity offerings (in shares)								5,886		300
Other acquisitions, license agreements and investments paid in equity	5,378				$ 42,168									5,378				$ 42,168
Other acquisitions, license agreements and investments paid in equity (in shares)							615				5,519
Stock-based compensation	20,984													20,984
Foreign currency translation adjustment	688																			688
Net Income (loss)	(166,699)																				(166,615)	(84)
Balance at Jun. 30, 2021	185,535						$ 30						$ (49,464)	1,356,853						1,133	(1,122,384)	(633)
Balance, shares (in shares) at Jun. 30, 2021							297,975						7,568
Issuance of common stock for equity offerings	41,918			$ 1,281				$ 1							$ 41,917		$ 1,281
Issuance of common stock for equity offerings (in shares)								5,056		337
Other acquisitions, license agreements and investments paid in equity	812													812
Other acquisitions, license agreements and investments paid in equity (in shares)							99
Other changes to noncontrolling interests	651																					651
Stock-based compensation	21,103													21,103
Foreign currency translation adjustment	22																			22
Net Income (loss)	(119,995)																				(119,803)	(192)
Balance at Sep. 30, 2021	$ 131,327						$ 31						$ (49,464)	$ 1,421,966						$ 1,155	$ (1,242,187)	$ (174)
Balance, shares (in shares) at Sep. 30, 2021							303,467						7,568

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Operating activities
Net loss	$ (284,276)	$ (241,283)
Adjustments to reconcile net loss to net cash used for operating activities:
Depreciation and amortization	9,603	8,790
Non-cash operating lease cost	3,057	2,802
Non-cash interest expense and amortization of debt issuance costs	5,899	10,440
Payment on Scilex Notes attributed to accreted interest related to the debt discount	(11,791)	0
Acquired in-process research and development	23,608	39,765
Stock-based compensation	67,509	13,312
Loss on debt extinguishment, net	6,695	51,939
Gain on derivative liabilities	(100)	(5,900)
Gain on marketable investments	(17,047)	0
Loss on equity method investments	277	5,821
Loss on contingent consideration	100	0
Deferred tax provision	(1,834)	(1,989)
Changes in operating assets and liabilities, excluding effect of acquisitions:
Accounts receivable	(697)	(313)
Accrued payroll	(4,941)	2,016
Prepaid expenses, deposits and other assets	(6,058)	4,588
Accounts payable	(3,549)	(8,556)
Accrued expenses and other liabilities	35,589	1,544
Deferred revenue	417	(385)
Right-of-use assets, operating leases	(32,509)	0
Other	364	(1,258)
Net cash used for operating activities	(209,684)	(118,667)
Investing activities
Proceeds from sale of marketable investments	124,113	0
Purchases of property and equipment	(6,662)	(3,840)
Payments related to license agreements	0	(22,325)
Net cash used for investing activities	82,052	(28,509)
Financing activities
Proceeds from short-term debt, net of issuance costs	35,053	7,815
Proceeds from exercise of stock options and warrants	13,255	97,810
Repayments of debt and other obligations	(72,711)	(132,819)
Net cash provided by financing activities	110,475	185,815
Net change in cash, cash equivalents and restricted cash	(17,157)	38,639
Net effect of exchange rate changes on cash	428	768
Cash, cash equivalents and restricted cash at beginning of period	56,464	80,769
Cash, cash equivalents and restricted cash at end of period	39,735	120,176
Cash paid during the period for:
Interest	86	3,148
Taxes	1,200	0
Supplemental disclosures of non-cash investing and financing activities:
Changes to noncontrolling interests from increased ownership in Scilex Holding	23,963	0
ACEA acquisition consideration paid in equity	42,168	0
Other acquisitions, license agreements and investments paid in equity	13,689	9,544
Property and equipment costs incurred but not paid	1,162	1,524
Short-term debt	7,304	0
Reconciliation of cash, cash equivalents and restricted cash within the Company’s consolidated balance sheets:
Cash and cash equivalents	39,735	75,176
Restricted cash	0	45,000
Cash, cash equivalents, and restricted cash	39,735	120,176
ACEA Therapeutics, Inc
Investing activities
Acquisition consideration paid in cash, net of cash acquired	(754)	0
Other Acquisitions and Investments
Investing activities
Acquisition consideration paid in cash, net of cash acquired	(34,645)	(2,344)
SmartPharm
Supplemental disclosures of non-cash investing and financing activities:
SmartPharm acquisition consideration paid in equity	0	19,421
Public Offering Of Common Stock And Warrants 2019
Financing activities
Proceeds from equity offerings, net of issuance costs	$ 134,878	$ 213,009

Description of Business and Bas

Description of Business and Basis of Presentation	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Description of Business and Basis of Presentation	1. Description of Business and Basis of Presentation Description of Business Sorrento Therapeutics, Inc. (the “Company”) is a clinical stage and commercial, antibody-centric, biopharmaceutical company developing new therapies to treat cancers, pain (non-opioid treatments), autoimmune disease and COVID-19. The Company’s multimodal, multipronged approach to fighting cancer is made possible by its extensive immuno-oncology platforms, including key assets such as clinical stage fully human antibodies (“G-MAB™ library”), clinical stage immuno-cellular therapies (“CAR-T”, “DAR-T™”), clinical stage antibody-drug conjugates (“ADCs”) and oncolytic viruses (Seprehvec™). The Company is also developing potential antiviral therapies and vaccines against coronaviruses, including COVIGUARD™, COVI-AMG™, COVISHIELD™, COVI-MSC™ and COVIDROPS™; and diagnostic test solutions, including COVITRACK™, COVISTIX™ and COVITRACE™. The Company’s commitment to life-enhancing therapies for patients is also demonstrated by its effort to advance a first-in-class (TRPV1 agonist) non-opioid pain management small molecule, resiniferatoxin (“RTX”), and SP-102 (10 mg, dexamethasone sodium phosphate viscous gel) (SEMDEXA™), a novel, viscous gel formulation of a widely used corticosteroid for epidural injections to treat lumbosacral radicular pain, or sciatica, and through the commercialization of ZTlido ® (lidocaine topical system) 1.8% for the treatment of post-herpetic neuralgia. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company’s subsidiaries. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2021 fiscal year, or any subsequent period. The unaudited interim financial statements included herein reflect all normal and recurring adjustments that are necessary for a fair presentation of the results for the interim periods presented. Use of Estimates To prepare consolidated financial statements in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”), management must make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant Accounting Policies During the nine months ended September 30, 2021 , there have been no changes to the Company’s significant accounting policies as described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020 outside of new accounting pronouncements as described below. Revenue Recognition The following table shows revenue disaggregated by product and service type for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Scilex Pharmaceuticals Inc. product sales $ 7,525 $ 7,837 $ 22,313 $ 18,806 Other product revenue 37 37 126 110 Net product revenue $ 7,562 $ 7,874 $ 22,439 $ 18,916 Concortis Biosystems Corporation $ 3,164 $ 2,261 $ 12,094 $ 5,089 Bioserv Corporation 968 1,498 3,549 4,116 Other service revenue 368 120 1,746 360 Service revenue $ 4,500 $ 3,879 $ 17,389 $ 9,565 Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board issued Accounting Standards Update No. 2019-12, Income Taxes Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Accounting Standards Codification (“ASC”) Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC Topic 740 by clarifying and amending existing guidance. The amendments in this update are effective for interim and annual periods for the Company beginning after December 15, 2020. The Company adopted the standard on January 1, 2021 . The adoption of the standard had no material impact on the Company’s consolidated financial statements.

Liquidity and Going Concern

Liquidity and Going Concern	9 Months Ended
	Sep. 30, 2021
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Liquidity and Going Concern	2. Liquidity a nd Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has recurring losses from operations, recurring negative cash flows from operations and substantial cumulative net losses to date and anticipates that it will continue to do so for the foreseeable future as it continues to identify and invest in advancing product candidates, as well as expanding corporate infrastructure. The Company has plans in place to obtain sufficient additional fundraising to fulfill its operating, debt servicing and capital requirements for the next 12 months. The Company’s plans include continuing to fund its operating losses and capital funding needs through public or private equity or debt financings, strategic collaborations, licensing arrangements, asset sales, government grants or other arrangements. Although management believes such plans, if executed, should provide the Company sufficient financing to meet its needs, successful completion of such plans is dependent on factors outside of the Company’s control. As such, management cannot conclude that such plans will be effectively implemented within one year after the date that the financial statements are issued. As a result, management has concluded that the aforementioned conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the financial statements are issued. If the Company is unable to raise additional capital in sufficient amounts or on terms acceptable, the Company may have to significantly delay, scale back or discontinue the development or commercialization of one or more of its product candidates. The Company may also seek collaborators for one or more of its current or future product candidates at an earlier stage than otherwise would be desirable or on terms that are less favorable than might otherwise be available. Furthermore, the spread of COVID-19, which has caused a broad impact globally, may materially affect the Company economically. While the potential economic impact brought by, and the duration of, COVID-19 may be difficult to assess or predict, a widespread pandemic could result in significant disruption of global financial markets, reducing the Company’s ability to access capital, which could, in the future, negatively affect its liquidity. The consolidated financial statements do not reflect any adjustments that might be necessary if the Company is unable to continue as a going concern. If the Company raises additional funds by issuing equity securities, substantial dilution to existing stockholders would result. If the Company raises additional funds by incurring debt financing, the terms of the debt may involve significant cash payment obligations as well as covenants and specific financial ratios that may restrict the Company’s ability to operate its business.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	3. Fair Valu e Measurements The following tables present the Company’s financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements at September 30, 2021 Balance Quoted Prices Significant Significant Assets: Cash and cash equivalents $ 39,735 $ 39,735 $ — $ — Marketable investments 122,934 4,198 — 118,736 Total assets $ 162,669 $ 43,933 $ — $ 118,736 Liabilities: Derivative liabilities - non-current $ 35,300 $ — $ — $ 35,300 Contingent consideration and acquisition consideration payable 65,682 — — 65,682 Contingent consideration and acquisition consideration payable - non-current 121,504 — — 121,504 Total liabilities $ 222,486 $ — $ — $ 222,486 Fair Value Measurements at December 31, 2020 Balance Quoted Prices Significant Significant Assets: Cash and cash equivalents $ 56,464 $ 56,464 $ — $ — Total assets $ 56,464 $ 56,464 $ — $ — Liabilities: Derivative liabilities - non-current $ 35,400 $ — $ — $ 35,400 Contingent consideration and acquisition consideration 398 — — 398 Contingent consideration and acquisition consideration 549 — — 549 Total liabilities $ 36,347 $ — $ — $ 36,347 Marketable Investments As disclosed in Note 4 , the Company holds shares of Celularity Inc. (“Celularity”) Class A Common Stock of which 19,922,124 shares with a value of approximately $ 118.7 million as of September 30, 2021 are subject to certain transfer restrictions. The shares held by the Company are measured at fair value at each reporting period based on the closing price of Celularity ’s common stock on the last trading day of each reporting period, and the shares subject to transfer restrictions are adjusted for a discount for lack of marketability. Contingent Consideration and Acquisition Consideration Payable In connection with the acquisition of ACEA Therapeutics, Inc. (“ACEA”) as disclosed in Note 6 , the Company preliminarily recorded estimated contingent consideration of $ 186.1 million as of the acquisition closing date of June 1, 2021. The Company assesses the fair value of contingent consideration using a discounted cash flow method combined with a Monte Carlo simulation model. Significant Level 3 assumptions used in the measurement include revenue projections, a discount rate of 14.4 % and estimated probabilities of successful commercialization. As defined in Note 6 , the Indebtedness Shares are subject to a true-up, as set forth in the ACEA Merger Agreement (as defined in Note 6 ), if the price at which such shares were issued is greater than the closing price of the Company’s common stock on the date that is six months after June 1, 2021 (“Put Option”). The Company assesses the fair value of the Put Option using a Black-Scholes model and Level 3 assumptions. As of June 1, 2021, the Company recorded a total fair value of $ 8.9 million associated with the Put Option. The Put Option is included within the current portion of the contingent consideration and acquisition consideration payable. During the nine months ended September 30, 2021, the Company recorded a loss of $ 0.1 million related to the change in fair value of the contingent consideration resulting from the passage of time since June 1, 2021. Changes in estimated fair value of acquisition consideration payable, including contingent consideration liabilities, since December 31, 2020 are as follows: (in thousands) Fair Value Beginning Balance at December 31, 2020 $ 947 Contingent consideration related to the acquisition of ACEA Therapeutics, Inc. 186,139 Change in fair value measurement 100 Ending Balance at September 30, 2021 $ 187,186 Derivative liabilities The Company recorded a loss on derivative liabilities of $ 1.8 million and a gain of $ 0.1 million for the three and nine months ended September 30, 2021, respectively, which related to the compound derivative liabilities associated with the Scilex Notes (as defined in Note 7 ). The fair value of the derivative liabilities associated with the Scilex Notes was estimated using the discounted cash flow method combined with a Monte Carlo simulation model. This involves significant Level 3 inputs and assumptions, including a 6.5 % risk adjusted net sales forecast and an effective debt yield of 14.7 %. The following table includes a summary of the derivative liabilities measured at fair value using significant unobservable inputs (Level 3) during the nine months ended September 30, 2021: (in thousands) Fair Value Beginning Balance at December 31, 2020 $ 35,400 Re-measurement of Fair Value ( 100 ) Ending Balance at September 30, 2021 $ 35,300

Investments

Investments	9 Months Ended
	Sep. 30, 2021
Equity Method Investments And Joint Ventures [Abstract]
Investments	4. Inv estments The Company’s investments include investments accounted for as equity method investments, equity investments without readily determinable fair value and equity investments with readily determinable fair value. As of September 30, 2021, the Company’s equity method investments include an ownership interest in Immunotherapy NANTibody, LLC (“NANTibody”), NantCancerStemCell, LLC (“NantStem”), Deverra Therapeutics, Inc. ( “Deverra” ), and ImmuneOncia Therapeutics, LLC, among others. The Company’s equity investments without readily determinable fair value include an ownership interest in NantBioScience, Inc. (“NantBioScience”), Aardvark Therapeutics, Inc. (“Aardvark”) and Elsie Biotechnologies, Inc. ( “ Elsie ” ), among others . The Company’s equity investments with readily determinable fair value include an ownership interest in Celularity. Celularity On July 16, 2021, Celularity Inc. (“Pre-Merger Celularity”), a company of which the Company held an equity interest, completed its previously announced merger with GX Acquisition Corp. (the “Celularity Merger”). Following the completion of the Celularity Merger, the combined, publicly traded company formerly known as GX Acquisition Corp. was named Celularity Inc. (“Celularity”) and its Class A common stock commenced trading on the Nasdaq Capital Market on July 19, 2021 under the ticker “CELU”. In connection with the Celularity Merger, all outstanding shares of Series A Preferred Stock of Pre-Merger Celularity were converted into shares of Pre-Merger Celularity common stock and then each share of Pre-Merger Celularity common stock was converted into the right to receive shares of Class A common stock of the post-merger company. The Company received 19,922,124 shares of Class A common stock of the post-merger company in the Celularity Merger. The Company also purchased an aggregate of 500,000 shares of Class A common stock of Celularity for an aggregate purchase price of $ 5,000,000 in a private placement transaction that closed on July 16, 2021 concurrently with the closing of the Celularity Merger (the “ Private Placement Shares ” ). Dr. Henry Ji, the Company’s Chief Executive Officer and Chairperson, and Jaisim Shah, a member of the Company’s Board of Directors, each served on the board of directors of Pre-Merger Celularity from June 2017 until the closing of the Celularity Merger in July 2021. Dr. Robin L. Smith, a member of the Company’s Board of Directors, served on the board of directors of Pre-Merger Celularity from August 2019 until the closing of the Celularity Merger in July 2021 and has served on the board of directors of Celularity since the closing of the Celularity Merger in July 2021. The Company’s investment in Celularity has historically been included as an equity investment in its consolidated balance sheets and accounted for as an equity security without a readily determinable fair value. As of the trading commencement date, the Company accounts for its investment in Celularity as an equity security with a readily determinable fair value. As of September 30, 2021, the Company owned 20,422,124 shares of Class A common stock of Celularity. 19,922,124 shares of the Class A Common Stock of Celularity held by the Company are subject to transfer restrictions until the earliest to occur of (i) 365 days after July 16, 2021; (ii) the first day after the date on which the closing price of the Class A Common Stock equals or exceeds $ 12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after July 16, 2021; or (iii) the date on which Celularity completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of Celularity’s public shareholders having the right to exchange their Class A Common Stock for cash, securities or other property, subject to certain exceptions (the “Restricted Shares”) . In connection with the change in fair value of the Restricted Shares, the Company recorded an unrealized loss on equity investment of $ 6.3 million during the three and nine months ended September 30, 2021. The Company has reclassified its investment in Celularity associated with the Restricted Shares to marketable investments under current assets within its consolidated balance sheets. The investment in Celularity associated with the Restricted Shares is classified as a current asset because the investment can be liquidated to finance the Company’s current operations once the transfer restrictions are lifted, which will occur before September 30, 2022. In connection with the change in fair value of the Private Placement Shares, the Company recorded an unrealized loss of $ 1.5 million on marketable investments during the three and nine months ended September 30, 2021. The Company classifies its investment in Celularity associated with the Private Placement Shares as marketable investments within its consolidated balance sheets. The investment in Celularity associated with the Private Placement Shares is classified as a current asset because the investment can be liquidated to finance the Company’s current operations. ImmunityBio On March 9, 2021, NantKwest, Inc. and ImmunityBio (formerly known as NantCell, Inc.) completed their previously announced 100 % stock-for-stock merger (the “Merger”). The combined company operates under the name ImmunityBio, Inc. and its shares of common stock commenced trading on the Nasdaq Global Select Market on March 10, 2021 under the new ticker, “IBRX”. The former stockholders of ImmunityBio were entitled to receive 0.8190 shares of common stock of the combined company for each outstanding share of ImmunityBio common stock held immediately prior to the Merger. Prior to the closing of the Merger, the Company owned 10,000,000 shares of common stock of ImmunityBio, and the Company therefore received 8,190,000 shares of common stock of the post-merger company. Prior to the Merger, the Company’s investment in ImmunityBio was historically included as an equity investment in its consolidated balance sheets and accounted for as an equity security without a readily determinable fair value. As of the completion of the Merger, the Company accounted for its investment in ImmunityBio as an equity investment with a readily determinable fair value and reclassified its investment in ImmunityBio to marketable investments within its consolidated balance sheets. The investment in ImmunityBio was classified as a current asset because the investment was liquidated to finance the Company’s current operations. In connection with the change in fair value of its investment in ImmunityBio, the Company recorded a realized loss on marketable investments of $ 6.4 million during the three months ended September 30, 2021 and a realized gain on marketable investments of $ 24.1 million during the nine months ended September 30, 2021. The Company sold 8,190,000 shares of ImmunityBio common stock during the nine months ended September 30, 2021 for net proceeds to the Company of $ 124.0 million. The Company had no remaining shares of ImmunityBio common stock as of September 30, 2021. Aardvark During the nine months ended September 30, 2021, the Company paid $ 10.0 million in cash for 7,777,864 shares of Series B Preferred Stock of Aardvark. The Company accounts for its investment in Aardvark as an equity investment without a readily determinable fair value and carries its investment in Aardvark at cost, less impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments. Tien Lee, MD, a member of the board of directors of Scilex Holding Company ( “ Scilex Holding ” ), a majority owned subsidiary of the Company, is the founder and chief executive officer of Aardvark. Kim D. Janda, Ph.D., a member of the board of directors of the Company, is a member of the advisory board of Aardvark. Deverra During the nine months ended September 30, 2021, the Company paid approximately $ 10.2 million in consideration for 5,622,703 shares of common stock of Deverra, a development-stage, biotechnology company focused on developing cellular immunotherapy programs. The Company’s payment consisted of (i) the cancellation of certain promissory notes issued by Deverra to the Company with an aggregate principal amount of $ 6.0 million and unpaid accrued interest of approximately $ 0.1 million and (ii) a cash payment of $ 4.1 million. The Company has agreed to purchase additional shares of common stock of Deverra for an aggregate price of $ 10.0 million by January 1, 2022 and $ 10.0 million by April 1, 2022. The Company`s investment in Deverra’s common stock represents an equity method investment. However, as Deverra is not a business, the Company immediately expensed all costs associated with the investment and the total consideration paid was expensed as acquired in-process research and development during the three and nine months ended September 30, 2021.The Company has a variable interest in Deverra and Deverra is deemed to be a variable interest entity (“VIE”). The Company is not, however, the primary beneficiary of the VIE as it does not have the power to direct the activities of Deverra. In connection with the Company’s purchase of Deverra common stock, Dr. Henry Ji, the Company’s Chief Executive Officer and Chairperson, and Jaisim Shah, a member of the Company’s Board of Directors, were appointed to the board of directors of Deverra. Elsie During the nine months ended September 30, 2021, the Company paid $ 10.0 million in cash for 10,000,000 shares of Series A Preferred Stock of Elsie. The Company accounts for its investment in Elsie as an equity investment without a readily determinable fair value and carries its investment in Elsie at cost, less impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments. In connection with the Company's purchase of Elsie Series A Preferred Stock, Dr. Henry Ji was appointed to the board of directors of Elsie. NANTibody The Company’s investment in NANTibody is reported in equity method investments on its consolidated balance sheets and its share of NANTibody’s income or loss is recorded in income or loss on equity method investments on its consolidated statement of operations. The Company continues to hold 40 % of the outstanding equity of NANTibody and NantCell, Inc. (“NantCell”) holds the remaining 60 %. The Company’s investment in NANTibody had a carrying value of zero as of September 30, 2021 due to the Company’s share of cumulative losses. As of December 31, 2020, the carrying value of the Company’s investment in NANTibody was approximately $ 0.5 million. NANTibody recorded a net loss of $ 1.1 million and $ 1.6 million for the three months ended June 30, 2021 and 2020, respectively. As of June 30, 2021, NANTibody had $ 3.4 million in current assets, $ 8.8 million in current liabilities, $ 0.1 million in noncurrent assets and no noncurrent liabilities. The financial statements of NANTibody are not received sufficiently timely for the Company to record its portion of earnings or loss in the current financial statements and therefore the Company reports its portion of earnings or loss on a one quarter lag. NantStem The Company’s investment in NantStem is reported in equity method investments on its consolidated balance sheets and its share of NantStem’s income or loss is recorded in income or loss on equity method investments on its consolidated statement of operations. The Company is accounting for its interest in NantStem as an equity method investment, due to the significant influence the Company has over the operations of NantStem through its board representation and 20 % voting interest. As of September 30, 2021, the carrying value of the Company’s investment in NantStem was approximately $ 18.4 million. As of December 31, 2020, the carrying value of the Company`s investment in NantStem was $ 18.1 million. NantStem recorded a net income of $ 0.2 million and $ 0.9 million for the three months ended June 30, 2021 and 2020, respectively. As of June 30, 2021, NantStem had $ 82.3 million in current assets, no current liabilities, $ 0.6 million in noncurrent assets and no noncurrent liabilities. The financial statements of NantStem are not received sufficiently timely for the Company to record its portion of earnings or loss in the current financial statements and therefore the Company reports its portion of earnings or loss on a one quarter lag.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2021
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	5. Goodwill and Intangible Assets The Company had goodwill of $ 52.9 million as of September 30, 2021 , which preliminarily increased by $ 9.3 million as compared to $ 43.6 million as of December 31, 2020 due to the Company’s acquisition of ACEA. Goodwill for the Sorrento Therapeutics segment and Scilex segment was $ 46.2 million and $ 6.7 million, respectively, as of September 30, 2021. Intangible assets with indefinite useful lives totaling $ 278.7 million are included in acquired in-process research and development in the table below. A summary of the Company’s identifiable intangible assets as of September 30, 2021 and December 31, 2020 is as follows (in thousands, except for years): September 30, 2021 Weighted Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,446 $ 139 Acquired technology 19 3,410 1,368 2,042 Acquired in-process research and development — 278,660 — 278,660 Technology placed in service 15 21,940 4,388 17,552 Patent rights 15 32,720 10,738 21,982 Assembled workforce 5 605 313 292 Internally developed software 2 520 217 303 Total intangible assets $ 339,440 $ 18,470 $ 320,970 December 31, 2020 Weighted Gross Accumulated Intangibles, Customer relationships 6 $ 1,585 $ 1,426 $ 159 Acquired technology 19 3,410 1,236 2,174 Acquired in-process research and development — 28,260 — 28,260 Technology placed in service 15 21,940 3,291 18,649 Patent rights 15 32,720 9,103 23,617 Assembled workforce 5 605 222 383 Internally developed software 1 520 87 433 Total intangible assets $ 89,040 $ 15,365 $ 73,675 Aggregate amortization expense was $ 1.0 million for each of the three months ended September 30, 2021 and 2020. Aggregate amortization expense was $ 3.1 million and $ 3.0 million for the nine months ended September 30, 2021 and 2020, respectively. Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at September 30, 2021 is as follows (in thousands): Years Ending December 31, Amount 2021 (Remaining three months) $ 1,035 2022 4,140 2023 4,048 2024 3,870 2025 3,845 Thereafter 25,372 Total expected future amortization $ 42,310

Significant Agreements and Cont

Significant Agreements and Contracts	9 Months Ended
	Sep. 30, 2021
Significant Agreements And Contracts [Abstract]
Significant Agreements and Contracts	6. Significant Agre ements and Contracts Acquisition of ACEA Therapeutics, Inc. On June 1, 2021 , the Company completed the acquisition of ACEA pursuant to the terms of the Agreement and Plan of Merger (the “ACEA Merger Agreement”), dated as of April 2, 2021 , by and among the Company, AT Merger Sub, Inc., an exempted company incorporated with limited liability in the Cayman Islands and wholly owned subsidiary of the Company, ACEA and Fortis Advisors LLC, as representative of the shareholders of ACEA, whereby ACEA became a wholly owned subsidiary of the Company. With operations in both China and the United States, ACEA is developing multiple clinical and preclinical-stage new chemical entity compounds, including the late clinical drug candidate, Abivertinib. The total value of the consideration paid by the Company for the acquisition of ACEA was equal to $ 38.0 million plus approximately $ 1.9 million (which amount represented the Company’s agreed upon share of certain interest, fees and other expenses) resulting in an aggregate payment of approximately $ 39.9 million (which amount is subject to further adjustment for indebtedness, transaction expenses and cash, in each case pursuant to the terms of the ACEA Merger Agreement) (the “Closing Consideration”). Pursuant to the terms of the ACEA Merger Agreement, a portion of the Closing Consideration equal to (i) $ 38,059,326 was used to repay certain existing indebtedness of ACEA, which amount was paid to the holders thereof in the form of shares of common stock of the Company and an aggregate of 5,519,469 shares (“Indebtedness Shares”) of the Company’s common stock were issued in respect thereof based on a price per share equal to $ 6.8955 (representing the volume weighted average closing price per share of Common Stock, as reported on The Nasdaq Stock Market LLC, for the 10 consecutive trading days ending on the date that was three trading days prior to the Closing Date) and (ii) $ 100,000 was set aside for expenses incurred by the shareholders’ representative thereunder. The Indebtedness Shares are subject to a true-up, as set forth in the ACEA Merger Agreement, if the price at which such shares were issued is greater than the closing price of the Company’s common stock on the date that is six months after June 1, 2021. In addition to the Closing Consideration, the Company will pay the ACEA equityholders (i) up to $ 450.0 million in additional payments, subject to the receipt of certain regulatory approvals and achievement of certain net sales targets with respect to the assets acquired from ACEA and (ii) five to ten percent of the annual net sales on specified royalty-bearing products (the “Earn-Out Consideration”). The fair value of the Earn-Out Consideration on the acquisition date was preliminarily estimated to be $ 186.1 million. The amount referenced in clause (i) of the preceding sentence includes the amounts that would have otherwise been due to ACEA under that certain License Agreement, dated July 13, 2020, between the Company and ACEA, which agreement was terminated in its entirety upon completion of the acquisition of ACEA. The preliminary purchase price allocation was calculated based on an upfront consideration of $ 44.1 million, which was based on the Company’s closing share price on June 1, 2021. The ACEA Merger Agreement resulted in net identifiable assets of approximately $ 230.2 million, which includes separate and distinct intangible assets comprised of acquired in-process research and development of $ 250.4 million, goodwill of $ 9.3 million, fair value of debt assumed of approximately $ 32.1 million and other net assets of approximately $ 2.6 million. The purchase price allocation is preliminary as the Company is still completing the valuation of the intangible assets, contingent consideration, taxes, the fair value of debt assumed and other net assets, changes to which may also increase or decrease the amount of goodwill recognized. Goodwill largely reflects the broad-spectrum and synergistic infrastructures and expertise in pharmaceutical and biological drug discovery, development and manufacturing, and expanded geographic coverage in China and North America. Goodwill is not deductible for tax purposes. Acquisition costs were expensed as incurred. Results of operations since the date of acquisition were not material. Customary tax related matters such as the filing of pre-acquisition tax returns are subject to finalization as of September 30, 2021, and such matters may result in adjustments to the purchase price allocation. The Company is still in the process of finalizing the working capital adjustments and the purchase price allocation, given the timing of the acquisition and the size and scope of the assets and liabilities subject to valuation. While the Company does not expect material changes in the valuation outcome, certain assumptions and findings that were in place at the date of acquisition could result in changes in the purchase price allocation. Asset Purchase Agreement with Aardvark Therapeutics, Inc. In April 2021, the Company entered into an asset purchase agreement (the “Aardvark Asset Purchase Agreement”) with Aardvark to acquire Aardvark’s Delayed Burst Release Low Dose Naltrexone (DBR-LDN), or ARD-301, asset and intellectual property rights, for the treatment of chronic pain, fibromyalgia and chronic post-COVID syndrome. As consideration for the purchase of the assets, the Company paid Aardvark an upfront license fee of $ 5.0 million comprised of 616,655 shares of the Company’s common stock, and which was expensed as acquired in-process research and development during the nine months ended September 30, 2021. The Company also agreed to pay Aardvark (i) milestone payments upon the receipt of certain regulatory approvals, and (ii) milestone payments upon the Company’s achievement of certain commercial sales milestones. The Company will also pay certain royalties in the mid-single digit to low-double digit percentages of annual net sales by the Company. Tien Lee, MD, a member of the board of directors of Scilex Holding, a majority owned subsidiary of the Company, is the founder and chief executive officer of Aardvark. Kim D. Janda, Ph.D., a member of the board of directors of the Company, is a member of the advisory board of Aardvark. As discussed in Note 4 , the Company holds an investment interest in Aardvark. License Agreement with Icahn School of Medicine at Mount Sinai In March 2021, the Company entered into an exclusive license agreement (the “Mount Sinai License Agreement”) with Icahn School of Medicine at Mount Sinai (“Mount Sinai”) to acquire a worldwide, exclusive, sublicensable license to certain of Mount Sinai’s patents and monoclonal antibodies as well as technical information to develop, manufacture, commercialize, and exploit related products and services (“Licensed Products”) for all fields, uses, and applications, including for the diagnosis, prevention, treatment and cure of coronavirus. As consideration for the Mount Sinai License Agreement, the Company paid Mount Sinai an upfront license fee of $ 7.5 million comprised of 851,305 shares of the Company’s common stock, which was expensed as acquired in-process research and development during the three months ended March 31, 2021. The Company also agreed to pay Mount Sinai (i) certain milestone payments upon the achievement of certain clinical trial and regulatory milestones, and (ii) certain royalties in the low-single digit to mid-single digit percentages of annual net sales of Licensed Products by the Company and a share of any sublicense revenue received by the Company from sublicensees. Acquisition of SmartPharm Therapeutics, Inc. On September 1, 2020, the Company completed the acquisition of SmartPharm Therapeutics, Inc. (“SmartPharm”), a gene-encoded protein therapeutics company developing non-viral DNA and RNA gene delivery platforms for COVID-19, influenza and rare diseases with broad potential for application in enhancing antibody-centric therapeutics. The total base consideration paid to the holders of capital stock of SmartPharm in the acquisition was approximately $ 19.5 million, which was comprised of approximately 1.8 million shares of the Company’s common stock . The purchase price allocation resulted in net identifiable assets of $ 19.5 million, which includes separate and distinct indefinite lived intangible assets comprised of acquired in-process research and development of $ 13.9 million, goodwill of $ 5.3 million and other net assets of $ 0.3 million. Goodwill largely reflects the synergies expected to be achieved with SmartPharm’s gene delivery platforms and the assembled workforce. Goodwill is not deductible for tax purposes. Results of operations since the date of acquisition were not material. License Agreement with NantCell In April 2015, the Company and NantCell entered into a license agreement. Under the terms of the agreement, the Company granted an exclusive license to NantCell covering patent rights, know-how and materials related to certain antibodies, ADCs and two CAR-TNK products. NantCell agreed to pay a royalty not to exceed five percent ( 5 %) to the Company on any net sales of products from the assets licensed by the Company to NantCell. In addition to the future royalties payable under this agreement, NantCell paid an upfront payment of $ 10.0 million to the Company and issued 10 million shares of NantCell common stock to the Company valued at $100.0 million based on an equity sale of NantCell common stock to a third party. The Company terminated the agreement, effective January 29, 2020, due to NantCell’s material breach of the agreement. The termination and remedies related to such termination are currently pending in an arbitration before the American Arbitration Association. On March 9, 2021, NantKwest, Inc. and ImmunityBio (formerly known as NantCell, Inc.) completed their previously announced 100 % stock-for-stock merger (See Note 4 ).

Debt

Debt	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
Debt	7. Debt 2018 Purchase Agreements and Indenture for Scilex Pharmaceuticals Inc. (“Scilex Pharma”) On September 7, 2018, Scilex Pharma entered into Purchase Agreements (the “2018 Purchase Agreements”) with certain investors (collectively, the “Scilex Note Purchasers”) and the Company. Pursuant to the 2018 Purchase Agreements, on September 7, 2018, Scilex Pharma issued and sold to the Scilex Note Purchasers senior secured notes due 2026 in an aggregate principal amount of $ 224.0 million (the “Scilex Notes”) for an aggregate purchase price of $ 140.0 million (the “Scilex Notes Offering”). In connection with the Scilex Notes Offering, Scilex Pharma also entered into an Indenture (the “Indenture”) governing the Scilex Notes with U.S. Bank National Association, a national banking association, as trustee and collateral agent, and the Company. Pursuant to the Indenture, the Company agreed to irrevocably and unconditionally guarantee, on a senior unsecured basis, the punctual performance and payment when due of all obligations of Scilex Pharma under the Indenture. During the year ended December 31, 2020, Scilex Pharma repurchased an aggregate of $ 65.0 million in principal amount of the Scilex Notes. During the nine months ended September 30, 2021, Scilex Pharma repurchased an additional $ 40.0 million in principal amount of the Scilex Notes. In connection with the repurchases, the Company recorded a loss on partial debt extinguishment of $ 14.0 million during the nine months ended September 30, 2021. To estimate the fair value of the Scilex Notes, the Company uses the discounted cash flow method under the income approach, which involves significant Level 3 inputs and assumptions, combined with a Monte Carlo simulation as appropriate. The value of the debt instrument is based on the present value of future principal payments and the discounted rate of return reflective of the Company’s credit risk. Borrowings of the Scilex Notes consisted of the following (in thousands): September 30, December 31, Principal $ 107,684 $ 151,872 Unamortized debt discount ( 32,470 ) ( 51,022 ) Unamortized debt issuance costs ( 2,370 ) ( 3,698 ) Carrying value $ 72,844 $ 97,152 Estimated fair value $ 114,800 $ 122,300 Future minimum payments under the Scilex Notes, based on a percentage of projected net sales of ZTlido, are estimated as follows (in thousands): Year Ending December 31, 2021 (Remaining three months) 1,686 2022 7,340 2023 9,543 2024 11,677 2025 13,436 Thereafter 64,002 Total future minimum payments 107,684 Unamortized debt discount ( 32,470 ) Unamortized capitalized debt issuance costs ( 2,370 ) Total Scilex Notes 72,844 Current portion ( 6,883 ) Long-term portion of Scilex Notes $ 65,961 The Company made principal payments of $ 44.2 million and $ 3.5 million during the nine months ended September 30, 2021 and 2020, respectively. The imputed effective interest rate at September 30, 2021 was 10.4 %. The amount of debt discount and debt issuance costs included in interest expense for the three months ended September 30, 2021 and 2020 was approximately $ 1.9 million and $ 2.5 million, respectively. During the nine months ended September 30, 2021 and 2020 , the amount of debt discount and debt issuance costs included in interest expense was $ 5.9 million and $ 8.2 million, respectively. The Company identified a number of embedded derivatives that require bifurcation from the Scilex Notes and that were separately accounted for in the consolidated financial statements as derivative liabilities. Certain of these embedded features include default interest provisions, contingent rate increases, contingent put options, optional and automatic acceleration provisions and tax indemnification obligations. The fair value of the derivative liabilities associated with the Scilex Notes was estimated using the discounted cash flow method under the income approach combined with a Monte Carlo simulation model. This involves significant Level 3 inputs and assumptions, including a risk adjusted net sales forecast, an effective debt yield, estimated marketing approval probabilities for SP-103 and an estimated probability of an initial public offering by Scilex Holding that satisfies certain valuation thresholds and timing considerations (See Note 3 ). The Company re-evaluates this assessment each reporting period. ACEA Significant Debt Arrangements At the closing of the transactions contemplated by the ACEA Merger Agreement and as a result thereof, on June 1, 2021, the Company, as the indirect parent to Hangzhou ACEA Pharmaceutical Research Co., Ltd. (“ACEA Hangzhou”) and Zhejiang ACEA Pharmaceutical Co., Ltd. (“ACEA Zhejiang”), each of which are indirect subsidiaries of ACEA, succeeded to the financial obligations of ACEA Hangzhou and ACEA Zhejiang, each of whom are parties to agreements with ACEA Bio (Hangzhou) Co., Ltd. (“ACEA Bio”) (an entity unrelated to ACEA Hangzhou and ACEA Zhejiang) as set forth below. Pursuant to that certain Contract, dated as of August 15, 2018, between ACEA Hangzhou and ACEA Bio, ACEA Hangzhou borrowed an aggregate of approximately $ 29.1 million ( 184,600,000 RMB) from ACEA Bio in a series of loans thereunder (the “Contract”). Each loan under the Contract is for a period of 10 years and the maturity dates thereof range from August 15, 2023 to August 15, 2028 . Each loan is interest free for the first five years , after which time the interest rate is 5.39 % per annum. Pursuant to that certain Loan Agreement, dated as of January 6, 2018, between ACEA Zhejiang and ACEA Bio, ACEA Zhejiang borrowed approximately $ 1.3 million ( 8,000,000 RMB) from ACEA Bio (the “Loan Agreement”). The maturity date under the Loan Agreement is one year from the date when the loan was remitted to ACEA Zhejiang’s bank account and current maturity is January 1, 2022 . The interest rate under the Loan Agreement is 4.786 % per annum. The outstanding principal amount under the Contract and Loan Agreement as of September 30, 2021 is $ 30.4 million. As part of the preliminary purchase price allocation, the Company estimated the fair value of the Contract and Loan Agreement to be approximately $ 17.1 million.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Stockholders' Equity	8. Stockholders’ Equity Amended Sales Agreement On December 4, 2020, the Company entered into Amendment No. 1 to that certain Sales Agreement dated April 27, 2020, with A.G.P./Alliance Global Partners, which provides that the Company may, from time to time, offer and sell securities to A.G.P./Alliance Global Partners in at-the-market transactions (as amended, the “Amended Sales Agreement”). During the nine months ended September 30, 2021, the Company issued and sold an aggregate of 14,844,426 shares of its common stock pursuant to the Amended Sales Agreement for aggregate net proceeds to the Company of approximate ly $ 134.9 million. Subsequent to September 30, 2021 and through November 2, 2021, the Company sold an aggregate of 3,863,371 shares of its common stock pursuant to the Amended Sales Agreement for aggregate net proceeds to the Company of approximately $ 25.2 million .

Stock Based Compensation

Stock Based Compensation	9 Months Ended
	Sep. 30, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock Based Compensation	9. Stock Base d Compensation 2019 Stock Incentive Plan (“2019 Plan”) Total stock-based compensation expense under the 2019 Plan was $ 6.3 million and $ 5.0 million for the three months ended September 30, 2021 and 2020 , respectively, and $ 21.7 million and $ 9.2 million for the nine months ended September 30, 2021 and 2020, respectively. The total unrecognized compensation expense related to unvested stock option grants as of September 30, 2021 was $ 66.0 million, with a weighted average remaining vesting period of 3.0 years. Total unrecognized compensation expense related to unvested restricted stock unit (“RSU”) grants as of September 30, 2021 was $ 30.2 million, with a weighted average remaining vesting period of 3.7 years. A summary of stock option activity under the 2019 Plan for the nine months ended September 30, 2021 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2020 18,762,920 $ 4.97 $ — Options Granted 6,707,485 9.34 Options Cancelled ( 1,193,915 ) 5.33 Options Exercised ( 869,676 ) 3.91 Outstanding at September 30, 2021 23,406,814 $ 6.24 $ 47,535 The estimated fair value of each stock option grant was determined on the grant date using the Black-Scholes valuation model with the following weighted-average assumptions: Nine Months Ended September 30, 2021 2020 Weighted-average grant date fair value $ 7.58 $ 4.14 Dividend yield — % — % Volatility 110 % 104 % Risk-free interest rate 0.95 % 0.45 % Expected life of options (years) 5.7 5.7 A summary of RSU activity under the 2019 Plan for the nine months ended September 30, 2021 is as follows: Number of Shares Weighted- Outstanding at December 31, 2020 — $ — RSUs Granted 3,829,618 9.68 RSUs Released ( 132,540 ) 13.96 RSUs Cancelled ( 209,208 ) 9.96 Outstanding at September 30, 2021 3,487,870 $ 9.50 Scilex Holding Company Under the Scilex Holding Company 2019 Stock Option Plan, total stock-based compensation expense was $ 1.5 million and $ 1.3 million for the three months ended September 30, 2021 and 2020 , respectively, and $ 4.3 million and $ 4.1 million for the nine months ended September 30, 2021 and 2020, respectively. The total unrecognized compensation expense related to unvested stock option grants as of September 30, 2021 was $ 16.1 million, with a weighted average vesting period of 2.5 years. Employee Stock Purchase Plan Total stock-based compensation recorded as operating expense for the Company’s 2020 Employee Stock Purchase Plan was $ 0.3 million and $ 0.9 million for the three and nine months ended September 30, 2021, respectively. CEO Performance Award Total stock-based compensation recorded as operating expense for the 10 -year CEO performance award that was granted to the Company’s chief executive officer in 2020 and tied solely to the Company achieving market capitalization milestones (the “CEO Performance Award”) was $ 13.1 million and $ 38.8 million for the three and nine months ended September 30, 2021, respectively. As of September 30, 2021, the Company had approximately $ 100.7 million of total unrecognized stock-based compensation expense remaining under the CEO Performance Award.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	10. Commitmen ts and Contingencies Litigation In the normal course of business, the Company may be named as a defendant in one or more lawsuits. Other than as set forth below, the Company is not a party to any outstanding material litigation and management is currently not aware of any legal proceedings that, individually or in the aggregate, are deemed to be material to the Company’s financial condition or results of operations. On April 3, 2019, the Company filed two legal actions against, among others, Patrick Soon-Shiong and entities controlled by him, asserting claims for, among other things, fraud and breach of contract, arising out of Dr. Soon-Shiong’s purchase of the drug Cynviloq™ from the Company in May 2015. The actions allege that Dr. Soon-Shiong and the other defendants, among other things, acquired the drug Cynviloq™ for the purpose of halting its progression to the market. Specifically, the Company has filed:  An arbitration demand with the American Arbitration Association in Los Angeles, California against NantPharma, LLC (“NantPharma”) and Chief Executive Officer Patrick Soon-Shiong, related to alleged fraud and breaches of the Stock Sale and Purchase Agreement, dated May 14, 2015, entered into between NantPharma and the Company, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 7, 2015. On May 24, 2019, NantCell, Inc., Dr. Soon-Shiong and Immunotherapy NANTibody LLC (“NANTibody”) General Counsel Charles Kim filed a motion in the Los Angeles Superior Court to stay or dismiss the Company’s arbitration demand. On October 9, 2019, the Los Angeles Superior Court denied the motion to stay or dismiss the arbitration demand, and the arbitration is ongoing against NantPharma. On March 5, 2020, the Company filed a legal action against Dr. Soon-Shiong in Los Angeles Superior Court, asserting claims for fraudulent inducement and common law fraud, arising out of Dr. Soon-Shiong’s purchase of the drug Cynviloq™ from the Company in May 2015. The action alleges that, among other things, Dr. Soon-Shiong acquired the drug Cynviloq™ for the purpose of halting its progression to the market. In connection with filing this civil action in the Los Angeles Superior Court, where the Company will have the right to a jury trial against Dr. Soon-Shiong, the Company has dismissed Dr. Soon-Shiong from the related, ongoing arbitration against NantPharma; and  An action in the Los Angeles Superior Court derivatively on behalf of NANTibody against NantCell, Inc., NANTibody Board Member and NantCell, Inc. Chief Executive Officer Patrick Soon-Shiong, and NANTibody officer Charles Kim, related to several breaches of the June 11, 2015 Limited Liability Company Agreement for NANTibody entered into between the Company and NantCell, Inc. The suit also alleges breaches of fiduciary duties and seeks, inter alia, a declaration that the Assignment Agreement entered into on July 2, 2017, between NantPharma and NANTibody is void and an equitable unwinding of the Assignment Agreement. The suit calls for the restoration of $ 90.05 million to the NANTibody capital account, thereby restoring the Company’s equity method investment in NANTibody to its invested amount as of June 30, 2017 of $ 40.0 million. On May 24, 2019, NantCell, Inc. and Dr. Soon-Shiong filed a cross-complaint against the Company and Dr. Henry Ji, seeking unspecified damages, as well as additional punitive damages and specific performance, related to alleged fraud, alleged breaches of the Exclusive License Agreement for certain antibodies (dated June 11, 2015 and entered into between NANTibody, LLC and the Company), and alleged tortious interference with contract. On May 24, 2019, NANTibody and NantPharma filed a new complaint in the action against the Company and Dr. Henry Ji, seeking unspecified damages, as well as additional punitive damages and specific performance, related to alleged fraud, alleged breaches of the Stock Sale and Purchase Agreement, alleged breaches of the Exclusive License Agreement for certain antibodies (dated April 21, 2015 and entered into between NantCell, Inc. and the Company), and alleged tortious interference with contract. On July 8, 2019, the Company and Dr. Henry Ji filed motions to compel the cross-complaint and new action to arbitration. On October 9, 2019, the Los Angeles Superior Court granted the motions to compel to arbitration all of the claims brought by NANTibody, NantCell, Inc. and NantPharma, and denied the motions to compel as to the claims brought by Dr. Soon-Shiong. Subsequently, NANTibody, NantCell, Inc., and NantPharma have re-filed their claims in arbitration with the American Arbitration Association. On May 4, 2020, the Company filed counterclaims against NANTibody and NantPharma related to breaches of the April 21, 2015 and June 11, 2015 Exclusive License Agreements. With the counterclaims, the Company is seeking money damages in an amount yet to be determined. The claims against Dr. Soon-Shiong have been stayed pending resolution of the claims filed in arbitration. The original derivative action is no longer stayed, and the parties are currently engaged in discovery in the suit. On May 26, 2020, Wasa Medical Holdings filed a putative federal securities class action in the U.S. District Court for the Southern District of California, Case No. 3:20-cv-00966-AJB-DEB, against the Company, its President, Chief Executive Officer and Chairman of the Board of Directors, Henry Ji, Ph.D., and its SVP of Regulatory Affairs, Mark R. Brunswick, Ph.D. The action alleges that the Company, Dr. Ji and Dr. Brunswick made materially false and/or misleading statements to the investing public by publicly issuing false and/or misleading statements regarding STI-1499 and its ability to inhibit the SARS-CoV-2 virus infection and that such statements violated Section 10(b) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. The suit seeks to recover damages caused by the alleged violations of federal securities laws, along with the plaintiffs’ reasonable costs and expenses incurred in the lawsuit, including counsel fees and expert fees. On June 11, 2020, Jeannette Calvo filed a second putative federal securities class action in the U.S. District Court for the Southern District of California, Case No. 3:20-cv-01066-JAH-WVG, against the same defendants alleging the same claims and seeking the same relief. On February 12, 2021, the U.S. District Court for the Southern District of California issued an order consolidating the cases and appointing a lead plaintiff, Andrew Zenoff (“Plaintiff”), and lead counsel. On April 5, 2021, Plaintiff filed a consolidated amended complaint in accordance with the U.S. District Court for the Southern District of California’s scheduling order. Pursuant to that scheduling order, the defendants filed their motion to dismiss on May 20, 2021 and Plaintiff filed its opposition to the motion on July 2, 2021. The defendants’ reply was filed on August 4, 2021. The U.S. District Court for the Southern District of California has taken the motion under submission without oral argument. The Company is defending these matters vigorously. On July 26, 2021, Sachin Chaudhari filed a verified stockholder derivative complaint in the U.S. District Court for the Southern District of California, Case No. 0723211, against Dr. Ji, Mr. Brunswick, and the Company’s Board of Directors as defendants, and against the Company as a nominal defendant. The action alleges, among other things, that defendants breached their fiduciary duties, violated Section 20(a) of the Securities Exchange Act of 1934, as amended, engaged in waste and were unjustly enriched in connection with the alleged false and misleading statements referenced above. The suit seeks to recover on behalf of the Company those damages caused by the alleged breaches of duty and related claims, along with the plaintiffs’ reasonable costs and expenses incurred in the lawsuit, including counsel fees and expert fees. On July 27, 2021, Michael Sabatina filed a verified stockholder derivative complaint in the Delaware Chancery Court, Case No. 2021-0654 against Dr. Ji and Mr. Brunswick as defendants and against the Company as a nominal defendant alleging the same general claims and seeking the same general relief. Both of these derivative cases have been stayed by their respective courts pending resolution of the motion to dismiss the federal securities class action described above. The Company is defending these matters vigorously. Operating Leases As of September 30, 2021, the Company’s leases have remaining lease terms of approximately 0.8 to 17.1 years, some of which include options to extend the lease terms for up to five years , and some of which allow for early termination. Short-term operating lease costs were immaterial. Supplemental quantitative information related to leases includes the following (in thousands, except for years and percentages): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Operating cash flows used for operating leases $ 3,208 $ 2,531 $ 8,081 $ 7,354 Right-of-use assets obtained in exchange for new and amended operating lease liabilities $ 39,967 $ 1,083 $ 40,141 $ 1,878 Operating lease expense $ 3,725 $ 2,580 $ 8,623 $ 7,550 Weighted average remaining lease term in years 15.5 8.6 15.5 8.6 Weighted average discount rate 12.8 % 12.2 % 12.8 % 12.2 % Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2021 (Remaining three months) $ 2,567 2022 10,355 2023 10,534 2024 10,520 2025 34,734 Thereafter 115,831 Total lease payments 184,541 Less imputed interest ( 92,967 ) Total lease liabilities as of September 30, 2021 $ 91,574 On September 23, 2021, the Company entered into a lease agreement with LLJ Sorrento Industrial LLC (the “9151 Rehco Road Lease”), by which the Company will lease premises located at 9151 Rehco Road, San Diego, California. The 9151 Rehco Road Lease has an initial term of 148 -months. The 9151 Rehco Road lease commenced in September 2021 . On August 1, 2021, the Company entered into a lease agreement with HCP Life Science REIT, Inc. (the “Landlord”), by which the Company will lease the premises located at 4921 Directors Place, San Diego, California (the "4921 Directors Place Lease"). The 4921 Directors Place Lease has an initial term of 188 -months. The 4921 Directors Place lease commenced in August 2021 . On September 1, 2021, the Company entered into a lease agreement with the Landlord (the “4930 Directors Place Lease”), by which the Company will lease the premises located at 4930 Directors Place, San Diego, California. The 4930 Directors Place Lease has an initial term of 188 -months and includes approximately 163,205 rentable square feet. The 4930 Directors Place Lease provides for periodic rent increases, and renewal and termination options. The 4930 Directors Place Lease is expected to commence in 2023 . In connection with entry into the lease agreement for the 4930 Directors Place Lease, the Company`s existing lease agreements with the Landlord for 9380 Judicial Drive, 4921 Directors Place, 4955 Directors Place and 4939 Directors Place (the “Other Leases”) were extended to be coterminous with the term of the 4930 Directors Place Lease and the initial rent for the extension period of each of the Other Leases shall be at then current market rates.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income Taxes	11. Inc ome Taxes The Company maintains deferred tax assets that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. These deferred tax assets include net operating loss carryforwards, research credits and temporary differences. In assessing the Company’s ability to realize deferred tax assets, management considers, on a periodic basis, whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. As such, management has determined that it is appropriate to maintain a valuation allowance against the Company’s U.S. federal and state deferred tax assets, with the exception of an amount equal to schedulable deferred tax liabilities. The Company’s income tax benefit of $ 0.5 million and $ 2.1 million reflect effective tax rates of 0.2 % and 0.9 % for the nine months ended September 30, 2021 and 2020 , respectively. The Company’s income tax expense of $ 0.4 million and $ 0.1 million reflect effective tax rates of 0.3 % and 0.1 % for the three months ended September 30, 2021 and 2020, respectively. The difference between the expected statutory federal tax rate of 21 % and the 0.2 % effective tax rate for the nine months ended September 30, 2021 was primarily attributable to income tax expense associated with return to provision adjustments and income tax payments, offset by income tax benefits from stock-based compensation windfall, revaluation of deferred taxes for U.S. state blended effective tax rate adjustments, and changes in the valuation allowance. The Company is subject to taxation in the U.S. and various state and foreign jurisdictions. The Company’s tax years for 2007 and later are subject to examination by the U.S. and state tax authorities due to the existence of the net operating loss and research credit carryforwards.

Loss Per Share

Loss Per Share	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
Loss Per Share	12. Loss Per Share For the three and nine months ended September 30, 2021 and 2020, basic loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. The following table sets forth the reconciliation of basic and diluted loss per share for the three and nine months ended September 30, 2021 and 2020 (in thousands except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator Net loss attributable to the Company $ ( 119,803 ) $ ( 84,023 ) $ ( 283,908 ) $ ( 226,959 ) Net loss attributable to Semnur holders of Scilex Holding $ — $ ( 1,868 ) $ — $ ( 8,524 ) Net loss used for diluted earnings per share $ ( 119,803 ) $ ( 85,891 ) $ ( 283,908 ) $ ( 235,483 ) Denominator for Basic Loss Per Share 299,276 251,211 290,029 217,050 Potentially dilutive shares of Sorrento common stock issuable upon Semnur Share Exchange — 6,459 — 6,459 Denominator for Diluted Loss Per Share 299,276 257,670 290,029 223,509 Basic Loss Per Share $ ( 0.40 ) $ ( 0.33 ) $ ( 0.98 ) $ ( 1.05 ) Diluted Loss Per Share $ ( 0.40 ) $ ( 0.33 ) $ ( 0.98 ) $ ( 1.05 ) The potentially dilutive stock options that were excluded because the effect would have been anti-dilutive for the nine months ended September 30, 2021 and 2020 were 2.9 million and 9.3 million, respectively. The potentially dilutive warrants that were excluded because the effect would have been anti-dilutive for the nine months ended September 30, 2021 and 2020 were 16.0 million and 18.6 million, respectively.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2021
Segment Reporting [Abstract]
Segment Information	13. Segment Information The Company operates in two operating and reportable segments, Sorrento Therapeutics and Scilex. With the exception of unrestricted cash balances, the Company’s Chief Operating Decision Maker does not regularly review asset information by reportable segment and, therefore, it does not report asset information by reportable segment. The majority of long-lived assets for both segments are located in the United States. The following table presents information about the Company’s reportable segments for the three and nine months ended September 30, 2021 and 2020: Three Months Ended September 30, 2021 2020 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 4,537 $ 7,525 $ 12,062 $ 3,927 $ 7,826 $ 11,753 Operating expenses 97,766 15,683 113,449 82,868 11,989 94,857 Operating loss ( 93,229 ) ( 8,158 ) ( 101,387 ) ( 78,941 ) ( 4,163 ) ( 83,104 ) Unrestricted cash 35,380 4,355 39,735 71,004 4,172 75,176 Nine Months Ended September 30, 2021 2020 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 17,515 $ 22,313 $ 39,828 $ 9,694 $ 18,787 $ 28,481 Operating expenses 278,195 48,475 326,670 157,559 44,917 $ 202,476 Operating loss ( 260,680 ) ( 26,162 ) ( 286,842 ) ( 147,865 ) ( 26,130 ) ( 173,995 ) Unrestricted cash 35,380 4,355 39,735 71,004 4,172 75,176

Description of Business and B_2

Description of Business and Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Description of Business	Description of Business Sorrento Therapeutics, Inc. (the “Company”) is a clinical stage and commercial, antibody-centric, biopharmaceutical company developing new therapies to treat cancers, pain (non-opioid treatments), autoimmune disease and COVID-19. The Company’s multimodal, multipronged approach to fighting cancer is made possible by its extensive immuno-oncology platforms, including key assets such as clinical stage fully human antibodies (“G-MAB™ library”), clinical stage immuno-cellular therapies (“CAR-T”, “DAR-T™”), clinical stage antibody-drug conjugates (“ADCs”) and oncolytic viruses (Seprehvec™). The Company is also developing potential antiviral therapies and vaccines against coronaviruses, including COVIGUARD™, COVI-AMG™, COVISHIELD™, COVI-MSC™ and COVIDROPS™; and diagnostic test solutions, including COVITRACK™, COVISTIX™ and COVITRACE™. The Company’s commitment to life-enhancing therapies for patients is also demonstrated by its effort to advance a first-in-class (TRPV1 agonist) non-opioid pain management small molecule, resiniferatoxin (“RTX”), and SP-102 (10 mg, dexamethasone sodium phosphate viscous gel) (SEMDEXA™), a novel, viscous gel formulation of a widely used corticosteroid for epidural injections to treat lumbosacral radicular pain, or sciatica, and through the commercialization of ZTlido ® (lidocaine topical system) 1.8% for the treatment of post-herpetic neuralgia.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company’s subsidiaries. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2021 fiscal year, or any subsequent period. The unaudited interim financial statements included herein reflect all normal and recurring adjustments that are necessary for a fair presentation of the results for the interim periods presented.
Use of Estimates	Use of Estimates To prepare consolidated financial statements in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”), management must make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Significant Accounting Policies	Significant Accounting Policies During the nine months ended September 30, 2021 , there have been no changes to the Company’s significant accounting policies as described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020 outside of new accounting pronouncements as described below.
Revenue Recognition	Revenue Recognition The following table shows revenue disaggregated by product and service type for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Scilex Pharmaceuticals Inc. product sales $ 7,525 $ 7,837 $ 22,313 $ 18,806 Other product revenue 37 37 126 110 Net product revenue $ 7,562 $ 7,874 $ 22,439 $ 18,916 Concortis Biosystems Corporation $ 3,164 $ 2,261 $ 12,094 $ 5,089 Bioserv Corporation 968 1,498 3,549 4,116 Other service revenue 368 120 1,746 360 Service revenue $ 4,500 $ 3,879 $ 17,389 $ 9,565
Recent Accounting Pronouncements	Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board issued Accounting Standards Update No. 2019-12, Income Taxes Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Accounting Standards Codification (“ASC”) Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC Topic 740 by clarifying and amending existing guidance. The amendments in this update are effective for interim and annual periods for the Company beginning after December 15, 2020. The Company adopted the standard on January 1, 2021 . The adoption of the standard had no material impact on the Company’s consolidated financial statements.
Liquidity and Going Concern	Liquidity a nd Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has recurring losses from operations, recurring negative cash flows from operations and substantial cumulative net losses to date and anticipates that it will continue to do so for the foreseeable future as it continues to identify and invest in advancing product candidates, as well as expanding corporate infrastructure. The Company has plans in place to obtain sufficient additional fundraising to fulfill its operating, debt servicing and capital requirements for the next 12 months. The Company’s plans include continuing to fund its operating losses and capital funding needs through public or private equity or debt financings, strategic collaborations, licensing arrangements, asset sales, government grants or other arrangements. Although management believes such plans, if executed, should provide the Company sufficient financing to meet its needs, successful completion of such plans is dependent on factors outside of the Company’s control. As such, management cannot conclude that such plans will be effectively implemented within one year after the date that the financial statements are issued. As a result, management has concluded that the aforementioned conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the financial statements are issued. If the Company is unable to raise additional capital in sufficient amounts or on terms acceptable, the Company may have to significantly delay, scale back or discontinue the development or commercialization of one or more of its product candidates. The Company may also seek collaborators for one or more of its current or future product candidates at an earlier stage than otherwise would be desirable or on terms that are less favorable than might otherwise be available. Furthermore, the spread of COVID-19, which has caused a broad impact globally, may materially affect the Company economically. While the potential economic impact brought by, and the duration of, COVID-19 may be difficult to assess or predict, a widespread pandemic could result in significant disruption of global financial markets, reducing the Company’s ability to access capital, which could, in the future, negatively affect its liquidity. The consolidated financial statements do not reflect any adjustments that might be necessary if the Company is unable to continue as a going concern. If the Company raises additional funds by issuing equity securities, substantial dilution to existing stockholders would result. If the Company raises additional funds by incurring debt financing, the terms of the debt may involve significant cash payment obligations as well as covenants and specific financial ratios that may restrict the Company’s ability to operate its business.

Description of Business and B_3

Description of Business and Basis of Presentation (Tables)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Schedule of Revenue Disaggregated by Product and Service Type	The following table shows revenue disaggregated by product and service type for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Scilex Pharmaceuticals Inc. product sales $ 7,525 $ 7,837 $ 22,313 $ 18,806 Other product revenue 37 37 126 110 Net product revenue $ 7,562 $ 7,874 $ 22,439 $ 18,916 Concortis Biosystems Corporation $ 3,164 $ 2,261 $ 12,094 $ 5,089 Bioserv Corporation 968 1,498 3,549 4,116 Other service revenue 368 120 1,746 360 Service revenue $ 4,500 $ 3,879 $ 17,389 $ 9,565

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis	The following tables present the Company’s financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements at September 30, 2021 Balance Quoted Prices Significant Significant Assets: Cash and cash equivalents $ 39,735 $ 39,735 $ — $ — Marketable investments 122,934 4,198 — 118,736 Total assets $ 162,669 $ 43,933 $ — $ 118,736 Liabilities: Derivative liabilities - non-current $ 35,300 $ — $ — $ 35,300 Contingent consideration and acquisition consideration payable 65,682 — — 65,682 Contingent consideration and acquisition consideration payable - non-current 121,504 — — 121,504 Total liabilities $ 222,486 $ — $ — $ 222,486 Fair Value Measurements at December 31, 2020 Balance Quoted Prices Significant Significant Assets: Cash and cash equivalents $ 56,464 $ 56,464 $ — $ — Total assets $ 56,464 $ 56,464 $ — $ — Liabilities: Derivative liabilities - non-current $ 35,400 $ — $ — $ 35,400 Contingent consideration and acquisition consideration 398 — — 398 Contingent consideration and acquisition consideration 549 — — 549 Total liabilities $ 36,347 $ — $ — $ 36,347
Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3)	Changes in estimated fair value of acquisition consideration payable, including contingent consideration liabilities, since December 31, 2020 are as follows: (in thousands) Fair Value Beginning Balance at December 31, 2020 $ 947 Contingent consideration related to the acquisition of ACEA Therapeutics, Inc. 186,139 Change in fair value measurement 100 Ending Balance at September 30, 2021 $ 187,186 The following table includes a summary of the derivative liabilities measured at fair value using significant unobservable inputs (Level 3) during the nine months ended September 30, 2021: (in thousands) Fair Value Beginning Balance at December 31, 2020 $ 35,400 Re-measurement of Fair Value ( 100 ) Ending Balance at September 30, 2021 $ 35,300

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2021
Goodwill And Intangible Assets Disclosure [Abstract]
Summary of Company's Identifiable Intangible Assets	A summary of the Company’s identifiable intangible assets as of September 30, 2021 and December 31, 2020 is as follows (in thousands, except for years): September 30, 2021 Weighted Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,446 $ 139 Acquired technology 19 3,410 1,368 2,042 Acquired in-process research and development — 278,660 — 278,660 Technology placed in service 15 21,940 4,388 17,552 Patent rights 15 32,720 10,738 21,982 Assembled workforce 5 605 313 292 Internally developed software 2 520 217 303 Total intangible assets $ 339,440 $ 18,470 $ 320,970 December 31, 2020 Weighted Gross Accumulated Intangibles, Customer relationships 6 $ 1,585 $ 1,426 $ 159 Acquired technology 19 3,410 1,236 2,174 Acquired in-process research and development — 28,260 — 28,260 Technology placed in service 15 21,940 3,291 18,649 Patent rights 15 32,720 9,103 23,617 Assembled workforce 5 605 222 383 Internally developed software 1 520 87 433 Total intangible assets $ 89,040 $ 15,365 $ 73,675
Schedule of Estimated Future Amortization Expense Related to Intangible Assets	Aggregate amortization expense was $ 1.0 million for each of the three months ended September 30, 2021 and 2020. Aggregate amortization expense was $ 3.1 million and $ 3.0 million for the nine months ended September 30, 2021 and 2020, respectively. Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at September 30, 2021 is as follows (in thousands): Years Ending December 31, Amount 2021 (Remaining three months) $ 1,035 2022 4,140 2023 4,048 2024 3,870 2025 3,845 Thereafter 25,372 Total expected future amortization $ 42,310

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
Schedule of Long-Term Debt and Unamortized Discount Balances	Borrowings of the Scilex Notes consisted of the following (in thousands): September 30, December 31, Principal $ 107,684 $ 151,872 Unamortized debt discount ( 32,470 ) ( 51,022 ) Unamortized debt issuance costs ( 2,370 ) ( 3,698 ) Carrying value $ 72,844 $ 97,152 Estimated fair value $ 114,800 $ 122,300
Future Minimum Payments under Amended and Restated Loan and Security Agreement	Future minimum payments under the Scilex Notes, based on a percentage of projected net sales of ZTlido, are estimated as follows (in thousands): Year Ending December 31, 2021 (Remaining three months) 1,686 2022 7,340 2023 9,543 2024 11,677 2025 13,436 Thereafter 64,002 Total future minimum payments 107,684 Unamortized debt discount ( 32,470 ) Unamortized capitalized debt issuance costs ( 2,370 ) Total Scilex Notes 72,844 Current portion ( 6,883 ) Long-term portion of Scilex Notes $ 65,961

Stock Based Compensation (Table

Stock Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Summary of Stock Option Activity	A summary of stock option activity under the 2019 Plan for the nine months ended September 30, 2021 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2020 18,762,920 $ 4.97 $ — Options Granted 6,707,485 9.34 Options Cancelled ( 1,193,915 ) 5.33 Options Exercised ( 869,676 ) 3.91 Outstanding at September 30, 2021 23,406,814 $ 6.24 $ 47,535
Summary of Estimated Fair Value of Stock Option Grant Determined on Grant Date Using black-Scholes Valuation Model	The estimated fair value of each stock option grant was determined on the grant date using the Black-Scholes valuation model with the following weighted-average assumptions: Nine Months Ended September 30, 2021 2020 Weighted-average grant date fair value $ 7.58 $ 4.14 Dividend yield — % — % Volatility 110 % 104 % Risk-free interest rate 0.95 % 0.45 % Expected life of options (years) 5.7 5.7
Summary of RSU Activity	A summary of RSU activity under the 2019 Plan for the nine months ended September 30, 2021 is as follows: Number of Shares Weighted- Outstanding at December 31, 2020 — $ — RSUs Granted 3,829,618 9.68 RSUs Released ( 132,540 ) 13.96 RSUs Cancelled ( 209,208 ) 9.96 Outstanding at September 30, 2021 3,487,870 $ 9.50

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2021
Commitments And Contingencies Disclosure [Abstract]
Supplemental Quantitative Information Related to Leases	Supplemental quantitative information related to leases includes the following (in thousands, except for years and percentages): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Operating cash flows used for operating leases $ 3,208 $ 2,531 $ 8,081 $ 7,354 Right-of-use assets obtained in exchange for new and amended operating lease liabilities $ 39,967 $ 1,083 $ 40,141 $ 1,878 Operating lease expense $ 3,725 $ 2,580 $ 8,623 $ 7,550 Weighted average remaining lease term in years 15.5 8.6 15.5 8.6 Weighted average discount rate 12.8 % 12.2 % 12.8 % 12.2 %
Schedule of Operating Lease Liability Maturities	Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2021 (Remaining three months) $ 2,567 2022 10,355 2023 10,534 2024 10,520 2025 34,734 Thereafter 115,831 Total lease payments 184,541 Less imputed interest ( 92,967 ) Total lease liabilities as of September 30, 2021 $ 91,574

Loss Per Share (Tables)

Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
Schedule of Reconciliation of Basic and Diluted Loss Per Share	The following table sets forth the reconciliation of basic and diluted loss per share for the three and nine months ended September 30, 2021 and 2020 (in thousands except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator Net loss attributable to the Company $ ( 119,803 ) $ ( 84,023 ) $ ( 283,908 ) $ ( 226,959 ) Net loss attributable to Semnur holders of Scilex Holding $ — $ ( 1,868 ) $ — $ ( 8,524 ) Net loss used for diluted earnings per share $ ( 119,803 ) $ ( 85,891 ) $ ( 283,908 ) $ ( 235,483 ) Denominator for Basic Loss Per Share 299,276 251,211 290,029 217,050 Potentially dilutive shares of Sorrento common stock issuable upon Semnur Share Exchange — 6,459 — 6,459 Denominator for Diluted Loss Per Share 299,276 257,670 290,029 223,509 Basic Loss Per Share $ ( 0.40 ) $ ( 0.33 ) $ ( 0.98 ) $ ( 1.05 ) Diluted Loss Per Share $ ( 0.40 ) $ ( 0.33 ) $ ( 0.98 ) $ ( 1.05 )

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2021
Segment Reporting [Abstract]
Summary of Information by Reportable Segments	The following table presents information about the Company’s reportable segments for the three and nine months ended September 30, 2021 and 2020: Three Months Ended September 30, 2021 2020 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 4,537 $ 7,525 $ 12,062 $ 3,927 $ 7,826 $ 11,753 Operating expenses 97,766 15,683 113,449 82,868 11,989 94,857 Operating loss ( 93,229 ) ( 8,158 ) ( 101,387 ) ( 78,941 ) ( 4,163 ) ( 83,104 ) Unrestricted cash 35,380 4,355 39,735 71,004 4,172 75,176 Nine Months Ended September 30, 2021 2020 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 17,515 $ 22,313 $ 39,828 $ 9,694 $ 18,787 $ 28,481 Operating expenses 278,195 48,475 326,670 157,559 44,917 $ 202,476 Operating loss ( 260,680 ) ( 26,162 ) ( 286,842 ) ( 147,865 ) ( 26,130 ) ( 173,995 ) Unrestricted cash 35,380 4,355 39,735 71,004 4,172 75,176

Description of Business and B_4

Description of Business and Basis of Presentation - Schedule of Revenue Disaggregated by Product and Service Type (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Disaggregation Of Revenue [Line Items]
Revenues	$ 12,062	$ 11,753	$ 39,828	$ 28,481
Scilex Pharmaceuticals Inc. product sales
Disaggregation Of Revenue [Line Items]
Revenues	7,525	7,837	22,313	18,806
Other Product Revenue
Disaggregation Of Revenue [Line Items]
Revenues	37	37	126	110
Product
Disaggregation Of Revenue [Line Items]
Revenues	7,562	7,874	22,439	18,916
Concortis Biosystems Corporation
Disaggregation Of Revenue [Line Items]
Revenues	3,164	2,261	12,094	5,089
Bioserv Corporation
Disaggregation Of Revenue [Line Items]
Revenues	968	1,498	3,549	4,116
Other Service Revenue
Disaggregation Of Revenue [Line Items]
Revenues	368	120	1,746	360
Service revenue
Disaggregation Of Revenue [Line Items]
Revenues	$ 4,500	$ 3,879	$ 17,389	$ 9,565

Description of Business and B_5

Description of Business and Basis of Presentation - Additional Information (Details) - ASU 2019-12	Sep. 30, 2021
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change In Accounting Principle Accounting Standards Update Adoption Date	Jan. 1, 2021
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Assets:
Total assets	$ 162,669	$ 56,464
Liabilities:
Total liabilities	222,486	36,347
Contingent Consideration Current
Liabilities:
Total liabilities	65,682	398
Derivative liabilities - non-current
Liabilities:
Total liabilities	35,300	35,400
Contingent Consideration Noncurrent
Liabilities:
Total liabilities	121,504	549
Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	43,933	56,464
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Contingent Consideration Current
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Derivative liabilities - non-current
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0	0
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Contingent Consideration Current
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Derivative liabilities - non-current
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	0	0
Significant Unobservable Inputs (Level 3)
Assets:
Total assets	118,736	0
Liabilities:
Total liabilities	222,486	36,347
Significant Unobservable Inputs (Level 3) | Contingent Consideration Current
Liabilities:
Total liabilities	65,682	398
Significant Unobservable Inputs (Level 3) | Derivative liabilities - non-current
Liabilities:
Total liabilities	35,300	35,400
Significant Unobservable Inputs (Level 3) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	121,504	549
Cash and cash equivalents
Assets:
Total assets	39,735	56,464
Cash and cash equivalents | Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	39,735	56,464
Cash and cash equivalents | Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0	0
Cash and cash equivalents | Significant Unobservable Inputs (Level 3)
Assets:
Total assets	0	$ 0
Marketable investments
Assets:
Total assets	122,934
Marketable investments | Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	4,198
Marketable investments | Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0
Marketable investments | Significant Unobservable Inputs (Level 3)
Assets:
Total assets	$ 118,736

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) $ in Thousands	Jul. 16, 2021shares	Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Sep. 30, 2021USD ($)shares	Sep. 30, 2020USD ($)	Jun. 01, 2021USD ($)	Dec. 31, 2020USD ($)
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock shares value subject to transfer restrictions		$ 122,934		$ 122,934			$ 0
Current portion of contingent consideration and acquisition consideration payable		65,682		65,682			$ 398
Gain (loss) on derivative liabilities		(1,800)	$ (1,000)	$ 100	$ 5,900
Class A Common Stock | Celularity
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock received | shares	19,922,124			19,922,124
Common stock shares value subject to transfer restrictions		$ 118,700		$ 118,700
Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input		0.147		0.147
Risk Adjusted Net Sales Forecast
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input		0.065		0.065
ACEA Therapeutics, Inc
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Contingent consideration						$ 186,100
Loss related to change in fair value of contingent consideration				$ 100
ACEA Therapeutics, Inc | Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input						14.4
ACEA Therapeutics, Inc | Put Option
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Current portion of contingent consideration and acquisition consideration payable						$ 8,900

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Derivative Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)
Derivative Liabilities
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 35,400
Re-measurement of Fair Value	(100)
Ending balance	35,300
ACEA Therapeutics, Inc
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	947
Contingent consideration related to the acquisition of ACEA Therapeutics, Inc.	186,139
Change in fair value measurement	100
Ending balance	$ 187,186

Investment - Celularity - Addit

Investment - Celularity - Additional Information - (Details) - USD ($)	Jul. 16, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Sep. 30, 2021	Dec. 31, 2020
Schedule Of Equity Method Investments [Line Items]
Purchase of common stock, value		$ 812,000	$ 5,378,000	$ 7,500,000	$ 6,975,000
Common stock, shares outstanding (in shares)		303,466,554				303,466,554	275,285,582
Celularity | Restricted Shares
Schedule Of Equity Method Investments [Line Items]
Unrealized gain (loss) on equity investment		$ (6,300,000)				$ (6,300,000)
Celularity | Private Placement Shares
Schedule Of Equity Method Investments [Line Items]
Unrealized gain (loss) on equity investment		$ (1,500,000)				$ (1,500,000)
Class A Common Stock | Celularity
Schedule Of Equity Method Investments [Line Items]
Common stock received	19,922,124					19,922,124
Common stock, shares outstanding (in shares)		20,422,124				20,422,124
Common stock shares subject to transfer restrictions	19,922,124
Common stock shares subject to transfer restrictions description	19,922,124 shares of the Class A Common Stock of Celularity held by the Company are subject to transfer restrictions until the earliest to occur of (i) 365 days after July 16, 2021; (ii) the first day after the date on which the closing price of the Class A Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after July 16, 2021; or (iii) the date on which Celularity completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of Celularity’s public shareholders having the right to exchange their Class A Common Stock for cash, securities or other property, subject to certain exceptions (the “Restricted Shares”)
Closing price of common stock	$ 12
Class A Common Stock | Celularity | Private Placement
Schedule Of Equity Method Investments [Line Items]
Purchase of common stock, shares	500,000
Purchase of common stock, value	$ 5,000,000

Investments - Additional Inform

Investments - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	Mar. 09, 2021	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Apr. 01, 2022	Jan. 01, 2022	Dec. 31, 2020
Schedule Of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)		303,466,554		303,466,554				275,285,582
(Loss) gain on marketable investments		$ (13,483)	$ 0	$ 17,047	$ 0
Proceeds from sale of marketable investments				124,113	$ 0
NantKwest, Inc. and ImmunityBio
Schedule Of Equity Method Investments [Line Items]
Percentage of business acquisition	100.00%
Receive shares of common stock for each outstanding share	$ 0.8190
ImmunityBio
Schedule Of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)	10,000,000
Realized gain (loss) on marketable investments		$ 6,400		$ 24,100
Marketable investments shares sold				8,190,000
Proceeds from sale of marketable investments				$ 124,000
ImmunityBio | Common Stock
Schedule Of Equity Method Investments [Line Items]
Remaining shares		0		0
ImmunityBio | Maximum
Schedule Of Equity Method Investments [Line Items]
Common stock received	8,190,000
Aardvark | Series B Preferred Stock
Schedule Of Equity Method Investments [Line Items]
Payments to acquire equity investment				$ 10,000
Shares purchased under equity investment				7,777,864
Deverra
Schedule Of Equity Method Investments [Line Items]
Payments to acquire equity investment				$ 4,100
Aggregate principal amount		$ 6,000		6,000
Unpaid accrued interest				100
Deverra | Common Stock
Schedule Of Equity Method Investments [Line Items]
Payments to acquire equity investment				$ 10,200
Shares purchased under equity investment				5,622,703
Deverra | Common Stock | Scenario Forecast
Schedule Of Equity Method Investments [Line Items]
Stock purchased additional shares value						$ 10,000	$ 10,000
Elsie | Series A Preferred Stock
Schedule Of Equity Method Investments [Line Items]
Payments to acquire equity investment				$ 10,000
Shares purchased under equity investment				10,000,000

Investments - NANTibody - Addit

Investments - NANTibody - Additional Information (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Apr. 30, 2015
Schedule Of Equity Method Investments [Line Items]
Net Income (loss)	$ (119,995,000)	$ (166,699,000)	$ 2,418,000	$ (87,109,000)	$ (84,993,000)	$ (69,180,000)	$ (284,276,000)	$ (241,283,000)
Current assets of equity method investment	200,720,000						200,720,000		$ 86,234,000
Current liabilities of equity method investment	175,184,000						175,184,000		96,480,000
NANTibody
Schedule Of Equity Method Investments [Line Items]
Equity method investment ownership percentage										40.00%
Equity investments	$ 0						$ 0		$ 500,000
Net Income (loss)		1,100,000			$ (1,600,000)
Current assets of equity method investment		3,400,000
Current liabilities of equity method investment		8,800,000
Noncurrent assets of equity method investment		100,000
Noncurrent liabilities of equity method investment		$ 0
NANTibody | Nant Cell Inc
Schedule Of Equity Method Investments [Line Items]
Equity method investment ownership percentage										60.00%

Investments - NantStem - Additi

Investments - NantStem - Additional Information (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Schedule Of Equity Method Investments [Line Items]
Net Income (loss)	$ (119,995,000)	$ (166,699,000)	$ 2,418,000	$ (87,109,000)	$ (84,993,000)	$ (69,180,000)	$ (284,276,000)	$ (241,283,000)
Current assets of equity method investment	200,720,000						200,720,000		$ 86,234,000
Current liabilities of equity method investment	$ 175,184,000						$ 175,184,000		96,480,000
Nant Cancer Stem LLC
Schedule Of Equity Method Investments [Line Items]
Equity method investment ownership percentage	20.00%						20.00%
Equity method investments	$ 18,400,000						$ 18,400,000		$ 18,100,000
Net Income (loss)		200,000			$ 900,000
Current assets of equity method investment		82,300,000
Current liabilities of equity method investment		0
Noncurrent assets of equity method investment		600,000
Noncurrent liabilities of equity method investment		$ 0

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 52,892		$ 52,892		$ 43,554
Goodwill, period increase (decrease)			9,300
Indefinite-lived intangible assets	278,700		278,700
Intangible amortization	1,000	$ 1,034	3,105	$ 3,018
Sorrento Therapeutics
Goodwill And Intangible Assets [Line Items]
Goodwill	46,200		46,200
Scilex Pharmaceuticals, Inc
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 6,700		$ 6,700

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Summary of Company's Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 339,440	$ 89,040
Accumulated Amortization	18,470	15,365
Intangibles, Net	$ 320,970	$ 73,675
Customer relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	6 years
Gross Carrying Amount	$ 1,585	$ 1,585
Accumulated Amortization	1,446	1,426
Intangibles, Net	$ 139	$ 159
Acquired technology
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	19 years	19 years
Gross Carrying Amount	$ 3,410	$ 3,410
Accumulated Amortization	1,368	1,236
Intangibles, Net	$ 2,042	$ 2,174
Acquired in-process research and development
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	0 years	0 years
Gross Carrying Amount	$ 278,660	$ 28,260
Accumulated Amortization	0	0
Intangibles, Net	$ 278,660	$ 28,260
Technology placed in service
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 21,940	$ 21,940
Accumulated Amortization	4,388	3,291
Intangibles, Net	$ 17,552	$ 18,649
Patent rights
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 32,720	$ 32,720
Accumulated Amortization	10,738	9,103
Intangibles, Net	$ 21,982	$ 23,617
Assembled workforce
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	5 years	5 years
Gross Carrying Amount	$ 605	$ 605
Accumulated Amortization	313	222
Intangibles, Net	$ 292	$ 383
Internally developed software
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	1 year
Gross Carrying Amount	$ 520	$ 520
Accumulated Amortization	217	87
Intangibles, Net	$ 303	$ 433

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense Related to Intangible Assets (Details) $ in Thousands	Sep. 30, 2021USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
2021 (Remaining six months)	$ 1,035
2022	4,140
2023	4,048
2024	3,870
2025	3,845
Thereafter	25,372
Total expected future amortization	$ 42,310

Significant Agreements and Co_2

Significant Agreements and Contracts - Acquisition of ACEA Therapeutics, Inc. - Additional Information (Details) - USD ($)	Jun. 01, 2021	Sep. 30, 2021	Dec. 31, 2020
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Goodwill		$ 52,892,000	$ 43,554,000
ACEA Therapeutics, Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, effective date of acquisition		Jun. 1, 2021
Business acquisition, date of acquisition agreement		Apr. 2, 2021
Business acquisition, name of acquired entity		ACEA
Total purchase consideration	$ 39,900,000
Stock consideration	38,000,000
Payments To Acquire Businesses Gross	1,900,000
Stock consideration shares value	$ 38,059,326
Stock consideration value	5,519,469
Stock consideration value per share (usd per share)	$ 6.8955
Asset acquisition, transaction costs	$ 100,000
Business combination additional payments	450,000,000
Fair value of earn out consideration	186,100,000
Upfront consideration	44,100,000
Purchase price allocation resulted in net identifiable assets, intangible assets	230,200,000
Goodwill	9,300,000
Fair value of debt assumed liability	32,100,000
Purchase price allocation resulted in net identifiable assets, other net assets	2,600,000
ACEA Therapeutics, Inc | Acquired in-process research and development
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Purchase price allocation resulted in net identifiable assets	$ 250,400,000
ACEA Therapeutics, Inc | Minimum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Percentage of annual net sales on royalty bearing products	5.00%
ACEA Therapeutics, Inc | Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Percentage of annual net sales on royalty bearing products	10.00%

Significant Agreements and Co_3

Significant Agreements and Contracts - Asset Purchase Agreement with Aardvark Therapeutics, Inc. - Additional Information (Details) - Asset Purchase Agreement with Aadvark Therapeutics, Inc. $ in Millions	1 Months Ended
	Apr. 30, 2021USD ($)shares
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Up-front license fee | $	$ 5
Stock consideration value | shares	616,655

Significant Agreements and Co_4

Significant Agreements and Contracts - License Agreement with Icahn School of Medicine at Mount Sinai - Additional Information (Details) - Mount Sinai - License Agreement $ in Millions	3 Months Ended
	Mar. 31, 2021USD ($)shares
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Up-front license fee | $	$ 7.5
Icahn School of Medicine [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Stock consideration shares | shares	851,305

Significant Agreements and Co_5

Significant Agreements and Contracts - Acquisition of SmartPharm Therapeutics, Inc. - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions	Sep. 01, 2020	Sep. 30, 2021	Dec. 31, 2020
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Goodwill		$ 52,892	$ 43,554
SmartPharm
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Consideration transferred	$ 19,500
Stock consideration value	1.8
Purchase price allocation resulted in net identifiable assets	$ 19,500
Goodwill	5,300
Purchase price allocation resulted in net identifiable assets, other net assets	300
SmartPharm | Acquired in-process research and development
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Purchase price allocation resulted in net identifiable assets, intangible assets	$ 13,900

Significant Agreements and Co_6

Significant Agreements and Contracts - License Agreement with NantCell - Additional Information (Details) - USD ($) $ in Millions	Mar. 09, 2021	Apr. 30, 2015
Nant Cell Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Upfront payment received from customers		$ 10
Common stock received		10,000,000
NantKwest, Inc. and ImmunityBio
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Percentage of business acquisition	100.00%
Maximum | Nant Cell Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Royalty rate percent of net sales		(5.00%)

Debt - 2018 Purchase Agreement

Debt - 2018 Purchase Agreement and Indenture for Scilex - Additional Information (Details) - USD ($)	Sep. 07, 2018	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Debt Instrument [Line Items]
Loss on debt extinguishment, net		$ 0	$ 0	$ 6,695,000	$ 51,939,000
Senior Notes | Scilex Pharmaceuticals, Inc | Senior Secured Notes, Due 2026
Debt Instrument [Line Items]
Face value of loan	$ 224,000,000	$ 107,684,000		107,684,000		$ 151,872,000
Proceeds from issuance of senior long-term debt	$ 140,000,000
Aggregate principal amount repurchased						$ 65,000,000
Additional principal amount repurchased				40,000,000
Loss on debt extinguishment, net				14,000,000
Principal payments				$ 44,200,000	3,500,000
Debt instrument, interest rate, effective percentage		10.40%		10.40%
Amount of debt discount and debt issuance included in interest expense		$ 1,900,000	$ 2,500,000	$ 5,900,000	$ 8,200,000

Debt - 2018 Purchase Agreemen_2

Debt - 2018 Purchase Agreement and Indenture for Scilex - Schedule of Long-Term Debt and Unamortized Discount Balances (Details) - Senior Secured Notes, Due 2026 - Scilex Pharmaceuticals, Inc - Senior Notes - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Sep. 07, 2018
Debt Instrument [Line Items]
Principal	$ 107,684,000	$ 151,872,000	$ 224,000,000
Unamortized debt discount	(32,470,000)	(51,022,000)
Unamortized debt issuance costs	(2,370,000)	(3,698,000)
Total Scilex Notes	72,844,000	97,152,000
Estimated fair value	$ 114,800,000	$ 122,300,000

Debt - Future Minimum Payments

Debt - Future Minimum Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Current portion	$ (27,486)	$ (23,208)
Long-term portion of Scilex Notes	83,495	92,258
Scilex Pharmaceuticals, Inc | Senior Secured Notes, Due 2026 | Senior Notes
Debt Instrument [Line Items]
2021 (Remaining three months)	1,686
2022	7,340
2023	9,543
2024	11,677
2025	13,436
Thereafter	64,002
Total future minimum payments	107,684
Unamortized debt discount	(32,470)	(51,022)
Unamortized capitalized debt issuance costs	(2,370)
Total Scilex Notes	72,844	$ 97,152
Current portion	(6,883)
Long-term portion of Scilex Notes	$ 65,961

Debt - ACEA Significant Debt Ar

Debt - ACEA Significant Debt Arrangements - Additional Information (Details)	Aug. 15, 2018USD ($)	Jan. 06, 2018USD ($)	Sep. 30, 2021USD ($)	Jun. 01, 2021USD ($)	Aug. 15, 2018CNY (¥)	Jan. 06, 2018CNY (¥)
ACEA Therapeutics, Inc
Debt Instrument [Line Items]
Fair value of debt assumed liability				$ 32,100,000
ACEA Hangzhou | ACEA Bio
Debt Instrument [Line Items]
Face value of loan	$ 29,100,000				¥ 184,600,000
Debt instrument, term	10 years
Debt instrument, maturity date range, start	Aug. 15, 2023
Debt instrument, maturity date range, end	Aug. 15, 2028
Debt instrument, interest free period	5 years
Debt instrument, interest rate, stated percentage	5.39%				5.39%
ACEA Zhejiang | ACEA Bio
Debt Instrument [Line Items]
Face value of loan		$ 1,300,000				¥ 8,000,000
Debt instrument, term		1 year
Debt instrument, interest rate, stated percentage		4.786%				4.786%
Debt instrument maturity date			Jan. 1, 2022
ACEA Hangzhou and ACEA Zhejiang | ACEA Bio | ACEA Therapeutics, Inc
Debt Instrument [Line Items]
Face value of loan			$ 30,400,000
Fair value of debt assumed liability				$ 17,100,000

Stockholders' Equity - Amended

Stockholders' Equity - Amended Sales Agreement - Additional Information (Details) - Sales Agreement - USD ($) $ in Millions	Nov. 02, 2021	Sep. 30, 2021
Class Of Stock [Line Items]
Common stock sold in registered direct offering		14,844,426
Sale of stock proceeds, net		$ 134.9
Subsequent Event
Class Of Stock [Line Items]
Common stock sold in registered direct offering	3,863,371
Sale of stock proceeds, net	$ 25.2

Stock Based Compensation - 2019

Stock Based Compensation - 2019 Stock Incentive Plan - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Restricted Stock Unit (RSU)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested restricted stock unit grants	$ 30.2		$ 30.2
Period for recognized compensation cost			3 years 8 months 12 days
2019 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	6.3	$ 5	$ 21.7	$ 9.2
Unrecognized compensation expense related to unvested stock option grants	$ 66		$ 66
Period for recognized compensation cost			3 years

Stock Based Compensation - Summ

Stock Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Options Outstanding
Options Outstanding beginning balance (in shares) | shares	18,762,920
Options Granted (in shares) | shares	6,707,485
Options Cancelled (in shares) | shares	(1,193,915)
Options Exercised (in shares) | shares	(869,676)
Options Outstanding ending balance (in shares) | shares	23,406,814
Weighted-Average Exercise Price
Weighted Average Exercise Price, beginning balance (USD per share) | $ / shares	$ 4.97
Weighted Average Exercise Price, Options Granted (USD per share) | $ / shares	9.34
Weighted Average Exercise Price, Options Cancelled (USD per share) | $ / shares	5.33
Weighted Average Exercise Price, Options Exercised (USD per share) | $ / shares	3.91
Weighted Average Exercise Price, ending balance (USD per share) | $ / shares	$ 6.24
Aggregate Intrinsic Value | $	$ 47,535

Stock Based Compensation - Su_2

Stock Based Compensation - Summary of Estimated Fair Value of Stock Option Grant Determined on Grant Date Using black-Scholes Valuation Model (Details) - Employee Stock Option - $ / shares	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average grant date fair value	$ 7.58	$ 4.14
Dividend yield	0.00%	0.00%
Volatility	110.00%	104.00%
Risk-free interest rate	0.95%	0.45%
Expected life of options (years)	5 years 8 months 12 days	5 years 8 months 12 days

Stock Based Compensation - Su_3

Stock Based Compensation - Summary of RSU Activity (Details)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of Shares, RSUs Granted | shares	3,829,618
Number of Shares, RSUs Released | shares	(132,540)
Number of Shares, RSUs Cancelled | shares	(209,208)
Number of Shares, Outstanding ending balance | shares	3,487,870
Weighted-Average Grant Date Fair Value Per Share, RSUs Granted | $ / shares	$ 9.68
Weighted-Average Grant Date Fair Value Per Share, RSUs Released | $ / shares	13.96
Weighted-Average Grant Date Fair Value Per Share, RSUs Cancelled | $ / shares	9.96
Weighted-Average Grant Date Fair Value Per Share, Outstanding ending balance | $ / shares	$ 9.50

Stock Based Compensation - Scil

Stock Based Compensation - Scilex Holding Company - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
2019 Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested stock option grants	$ 16.1		$ 16.1
Period for recognized compensation cost			2 years 6 months
Scilex Holding Company
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 1.5	$ 1.3	$ 4.3	$ 4.1

Stock Based Compensation - Empl

Stock Based Compensation - Employee Stock Purchase Plan - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
2020 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 0.3	$ 0.9

Stock Based Compensation - CEO

Stock Based Compensation - CEO Performance Award - Additional Information (Details) - Chief Executive Officer - C E O Performance Award $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021USD ($)	Sep. 30, 2021USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Award period		10 years
Stock-based compensation expense	$ 13.1	$ 38.8
Unrecognized compensation expense related to unvested stock option grants	$ 100.7	$ 100.7

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) $ in Thousands	Sep. 23, 2021	Sep. 01, 2021ft²	Aug. 01, 2021	Apr. 03, 2019USD ($)
Lease Agreement
Other Commitments [Line Items]
Operating lease, term of contract		188 months
Rentable area | ft²		163,205
Lease commencement year		2023
Lease Agreement | HCP Life Science REIT
Other Commitments [Line Items]
Operating lease, term of contract			188 months
Lease commencement year and month			2021-08
Lease Agreement | LLJ Sorrento Industrial LLC
Other Commitments [Line Items]
Operating lease, term of contract	148 months
Lease commencement year and month	2021-09
NANTibody
Other Commitments [Line Items]
Damages sought				$ 90,050
Damages sought to restore equity method investment				$ 40,000

Commitments and Contingencies_2

Commitments and Contingencies - Operating Leases - Additional Information (Details)	Sep. 30, 2021
Minimum
Lessee, Lease, Description [Line Items]
Operating lease remaining lease terms	9 months 18 days
Maximum
Lessee, Lease, Description [Line Items]
Operating lease remaining lease terms	17 years 1 month 6 days
Operating lease option to extend, period	5 years

Commitments and Contingencies_3

Commitments and Contingencies - Supplemental Quantitative Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Commitments And Contingencies Disclosure [Abstract]
Operating cash flows used for operating leases	$ 3,208	$ 2,531	$ 8,081	$ 7,354
Right-of-use assets obtained in exchange for new and amended operating lease liabilities	39,967	1,083	40,141	1,878
Operating lease expense	$ 3,725	$ 2,580	$ 8,623	$ 7,550
Weighted average remaining lease term in years	15 years 6 months	8 years 7 months 6 days	15 years 6 months	8 years 7 months 6 days
Weighted average discount rate	12.80%	12.20%	12.80%	12.20%

Commitments and Contingencies_4

Commitments and Contingencies - Schedule of Operating Lease Liability Maturities (Details) $ in Thousands	Sep. 30, 2021USD ($)
Commitments And Contingencies Disclosure [Abstract]
2021 (Remaining three months)	$ 2,567
2022	10,355
2023	10,534
2024	10,520
2025	34,734
Thereafter	115,831
Total lease payments	184,541
Less imputed interest	(92,967)
Total lease liabilities as of September 30, 2021	$ 91,574

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 386	$ 145	$ (461)	$ (2,050)
Effective income tax rate	0.30%	0.10%	0.20%	0.90%
Expected statutory federal tax rate			21.00%

Loss Per Share - Reconciliation

Loss Per Share - Reconciliation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Numerator
Net loss attributable to the Company	$ (119,803)	$ (84,023)	$ (283,908)	$ (226,959)
Net loss attributable to Semnur holders of Scilex Holding	0	(1,868)	0	(8,524)
Net loss used for diluted earnings per share	$ (119,803)	$ (85,891)	$ (283,908)	$ (235,483)
Denominator for Basic Loss Per Share	299,276	251,211	290,029	217,050
Potentially dilutive shares of Sorrento common stock issuable upon Semnur Share Exchange	0	6,459	0	6,459
Denominator for Diluted Loss Per Share	299,276	257,670	290,029	223,509
Basic Loss Per Share	$ (0.40)	$ (0.33)	$ (0.98)	$ (1.05)
Diluted Loss Per Share	$ (0.40)	$ (0.33)	$ (0.98)	$ (1.05)

Loss Per Share - Additional Inf

Loss Per Share - Additional Information (Details) - shares shares in Millions	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Employee Stock Option
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of Earnings Per Share (in shares)	2.9	9.3
Warrant
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of Earnings Per Share (in shares)	16	18.6

Segment Information - Additiona

Segment Information - Additional Information (Details)	9 Months Ended
	Sep. 30, 2021Segment
Segment Reporting [Abstract]
Number of operating segments	2
Number of reportable segments	2

Segment Information - Summary o

Segment Information - Summary of Information by Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Segment Reporting Information [Line Items]
External revenues	$ 12,062	$ 11,753	$ 39,828	$ 28,481
Operating expenses	113,449	94,857	326,670	202,476
Loss from operations	(101,387)	(83,104)	(286,842)	(173,995)
Unrestricted cash	39,735	75,176	39,735	75,176	$ 56,464
Sorrento Therapeutics
Segment Reporting Information [Line Items]
External revenues	4,537	3,927	17,515	9,694
Operating expenses	97,766	82,868	278,195	157,559
Loss from operations	(93,229)	(78,941)	(260,680)	(147,865)
Unrestricted cash	35,380	71,004	35,380	71,004
Scilex
Segment Reporting Information [Line Items]
External revenues	7,525	7,826	22,313	18,787
Operating expenses	15,683	11,989	48,475	44,917
Loss from operations	(8,158)	(4,163)	(26,162)	(26,130)
Unrestricted cash	$ 4,355	$ 4,172	$ 4,355	$ 4,172