Sorrento Therapeutics (SRNE) 10-Q 8 Nov 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 04, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Trading Symbol	SRNE
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
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)		471,880,267
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, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 70,686	$ 36,665
Marketable investments	47,175	90,217
Accounts receivables, net	24,190	18,715
Inventory	17,961	8,106
Prepaid expenses	7,937	11,804
Other current assets	9,008	7,482
Total current assets	176,957	172,989
Property and equipment, net	43,634	41,325
Operating lease right-of-use assets	85,261	85,173
Intangibles, net	171,440	259,705
Goodwill	80,199	79,525
Equity investments	55,605	51,271
Other assets, net	2,518	4,830
Total assets	615,614	694,818
Current liabilities:
Accounts payable	38,391	27,414
Accrued payroll and related benefits	29,197	21,503
Accrued expenses	59,764	37,975
Current portion of deferred revenue	281	1,108
Current portion of operating lease liabilities	13,373	11,539
Current portion of contingent consideration	397	397
Acquisition consideration	7,670	7,537
Current portion of debt	52,907	31,980
Total current liabilities	201,980	139,453
Long-term debt, net of discount	17,800	110,627
Deferred tax liabilities, net	1,744	2,426
Deferred revenue	117,224	118,942
Derivative liabilities		35,700
Operating lease liabilities	84,133	83,431
Contingent consideration	57,249	124,349
Other long-term liabilities	5,278	1,761
Total liabilities	485,408	616,689
Commitments and contingencies (See Note 10)
Sorrento Therapeutics, Inc. equity
Common stock, $0.0001 par value 750,000,000 shares authorized and 468,290,927 and 314,573,225 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively	47	32
Additional paid-in capital	1,916,794	1,513,758
Accumulated other comprehensive income	226	1,026
Accumulated deficit	(1,735,755)	(1,386,604)
Treasury stock, 7,568,182 shares at cost at September 30, 2022, and December 31, 2021	(49,464)	(49,464)
Total Sorrento Therapeutics, Inc. stockholders’ equity	131,848	78,748
Noncontrolling interests	(1,642)	(619)
Total equity	130,206	78,129
Total liabilities and stockholders’ equity	$ 615,614	$ 694,818

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
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)	468,290,927	314,573,225
Common stock, shares outstanding (in shares)	468,290,927	314,573,225
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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues:
Revenues	$ 17,400	$ 12,062	$ 47,245	$ 39,828
Operating costs and expenses:
Research and development	67,989	49,448	180,182	147,787
Acquired in-process research and development		11,125	12,272	23,608
Selling, general and administrative	50,159	48,489	142,873	142,176
Intangible amortization	1,127	1,000	3,196	3,105
(Decrease) increase on contingent consideration	(700)		(67,100)	100
Loss on impairment of intangible assets			90,780
Total operating costs and expenses	126,843	113,449	381,933	326,670
Loss from operations	(109,443)	(101,387)	(334,688)	(286,842)
Gain (loss) on derivative liabilities	500	(1,800)	5,300	100
(Loss) gain on marketable investments	(16,084)	(13,483)	(43,042)	17,047
Gain (loss) on debt extinguishment	33,433		27,701	(6,695)
Gain (loss) on foreign currency exchange	610	(300)	445	(841)
Interest expense, net	(792)	(2,900)	(6,355)	(7,282)
Other income (loss)	74	97	(609)	53
Loss before income tax	(91,702)	(119,773)	(351,248)	(284,460)
Income tax (expense) benefit	(1,015)	386	(602)	(461)
Gain (loss) on equity method investments	62	164	3	(277)
Net loss	(90,625)	(119,995)	(350,643)	(284,276)
Net loss attributable to noncontrolling interests	(1,049)	(192)	(1,492)	(368)
Net loss attributable to Sorrento	$ (89,576)	$ (119,803)	$ (349,151)	$ (283,908)
Net loss per share - basic per share attributable to Sorrento (USD per share)	$ (0.20)	$ (0.40)	$ (0.88)	$ (0.98)
Net loss per share - diluted per share attributable to Sorrento (USD per share)	$ (0.20)	$ (0.40)	$ (0.88)	$ (0.98)
Weighted-average shares used during period - basic shares attributable to Sorrento (in shares)	451,621	299,276	397,601	290,029
Weighted-average shares used during period - diluted shares attributable to Sorrento (in shares)	451,621	299,276	397,601	290,029
Product
Revenues:
Revenues	$ 13,649	$ 7,562	$ 32,231	$ 22,439
Operating costs and expenses:
Cost of products sold and services	7,283	1,172	15,638	2,549
Service
Revenues:
Revenues	3,751	4,500	15,014	17,389
Operating costs and expenses:
Cost of products sold and services	$ 985	$ 2,215	$ 4,092	$ 7,345

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (90,625)	$ (119,995)	$ (350,643)	$ (284,276)
Other comprehensive income:
Foreign currency translation adjustments	(611)	22	(800)	635
Total other comprehensive (loss) income	(611)	22	(800)	635
Comprehensive loss	(91,236)	(119,973)	(351,443)	(283,641)
Comprehensive loss attributable to noncontrolling interests	(1,049)	(192)	(1,492)	(368)
Comprehensive loss attributable to Sorrento	$ (90,187)	$ (119,781)	$ (349,951)	$ (283,273)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Equity Compensation Plans	A C E A Therapeutics Inc [Member]	Common Stock	Common Stock Equity Compensation Plans	Treasury Stock	Additional Paid-in Capital	Additional Paid-in Capital Equity Compensation Plans	Additional Paid-in Capital A C E A Therapeutics Inc [Member]	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Noncontrolling Interest
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, net	42,209	$ 5,394		$ 1			42,208	$ 5,394
Issuance of common stock, net (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
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, net	50,752	1,377		$ 1			50,751	1,377
Issuance of common stock, net (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)			5,519	615
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, net	41,918	1,281		$ 1			41,917	1,281
Issuance of common stock, net (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
Changes to noncontrolling interests from increased ownership in Scilex Holding	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
Balance at Dec. 31, 2021	78,129			$ 32		$ (49,464)	1,513,758			1,026	(1,386,604)	(619)
Balance, shares (in shares) at Dec. 31, 2021				314,573		7,568
Issuance of common stock, net	164,437	132		$ 6			164,431	132
Issuance of common stock, net (in shares)				58,875	438
Acquisitions consideration paid in equity	4,435						4,435
Acquisitions consideration paid in equity (in shares)				1,282
Stock-based compensation	20,854						20,854
Foreign currency translation adjustment	(1,249)									(1,249)
Net income (loss)	(40,540)										(40,815)	275
Balance at Mar. 31, 2022	226,198			$ 38		$ (49,464)	1,703,610			(223)	(1,427,419)	(344)
Balance, shares (in shares) at Mar. 31, 2022				375,168		7,568
Balance at Dec. 31, 2021	78,129			$ 32		$ (49,464)	1,513,758			1,026	(1,386,604)	(619)
Balance, shares (in shares) at Dec. 31, 2021				314,573		7,568
Issuance of common stock, net (in shares)				468,291
Foreign currency translation adjustment	(800)
Net income (loss)	(350,643)
Balance at Sep. 30, 2022	130,206			$ 47		$ (49,464)	1,916,794			226	(1,735,755)	(1,642)
Balance, shares (in shares) at Sep. 30, 2022						7,568
Balance at Mar. 31, 2022	226,198			$ 38		$ (49,464)	1,703,610			(223)	(1,427,419)	(344)
Balance, shares (in shares) at Mar. 31, 2022				375,168		7,568
Issuance of common stock, net	104,169	668		$ 6			104,163	668
Issuance of common stock, net (in shares)				60,707	544
Changes to noncontrolling interests from increased ownership in Scilex Holding	4,776			$ (26)								4,802
Stock-based compensation	18,369						18,369
Foreign currency translation adjustment	1,060									1,060
Net income (loss)	(219,478)										(218,760)	(718)
Balance at Jun. 30, 2022	135,762			$ 18		$ (49,464)	1,826,810			837	(1,646,179)	3,740
Balance, shares (in shares) at Jun. 30, 2022				436,419		7,568
Issuance of common stock, net	71,429	$ 20		$ 3			71,426	$ 20
Issuance of common stock, net (in shares)				31,567	305
Other acquisitions, license agreements and investments paid in equity	31			$ 26			5
Changes to noncontrolling interests from increased ownership in Scilex Holding	(4,333)											(4,333)
Stock-based compensation	18,533						18,533
Foreign currency translation adjustment	(611)									(611)
Net income (loss)	(90,625)										(89,576)	(1,049)
Balance at Sep. 30, 2022	$ 130,206			$ 47		$ (49,464)	$ 1,916,794			$ 226	$ (1,735,755)	$ (1,642)
Balance, shares (in shares) at Sep. 30, 2022						7,568

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities
Net loss	$ (350,643)	$ (284,276)
Adjustments to reconcile net loss to net cash used for operating activities:
Depreciation and amortization	9,892	9,603
Non-cash operating lease cost	2,997	3,057
Non-cash interest expense and amortization of debt issuance costs	5,382	5,899
Payment on notes attributed to accreted interest related to the debt discounts	(22,057)	(11,791)
Acquired in-process research and development	12,271	23,608
Stock-based compensation	57,617	67,509
(Gain) loss on debt extinguishment	(27,701)	6,695
(Gain) on derivative liabilities	(5,300)	(100)
Loss (gain) on marketable investments	43,042	(17,047)
(Gain) loss on equity method investments	(3)	277
(Gain) loss on contingent consideration	(67,100)	100
Loss on impairment of intangible assets	90,780
Deferred income taxes	(682)	(1,834)
Changes in operating assets and liabilities, excluding effect of acquisitions:
Accounts receivable	(5,402)	(697)
Inventory	(4,496)	(5,427)
Accrued payroll	7,833	(4,941)
Prepaid expenses, deposits and other assets	4,654	(631)
Accounts payable	5,710	(3,549)
Accrued expenses and other liabilities	20,780	35,589
Deferred revenue	(2,544)	417
Right-of-use assets, operating leases	(549)	(32,509)
Other		364
Net cash used for operating activities	(225,519)	(209,684)
Investing activities
Proceeds from sale of marketable investment		124,113
Purchases of property and equipment	(9,133)	(6,662)
Net cash (used for) provided by investing activities	(23,484)	82,052
Financing activities
Proceeds from short-term debt, net of issuance costs	98,560	35,053
Proceeds from exercise of stock options and warrants	825	13,255
Repayments of debt and other obligations	(152,783)	(72,711)
Net cash provided by financing activities	286,638	110,475
Net change in cash, cash equivalents and restricted cash	37,635	(17,157)
Net effect of exchange rate changes on cash	(3,614)	428
Cash, cash equivalents and restricted cash at beginning of period	36,665	56,464
Cash, cash equivalents and restricted cash at end of period	70,686	39,735
Cash paid during the period for:
Interest	665	86
Income Taxes	29	1,200
Supplemental disclosures of non-cash investing and financing activities:
Changes to noncontrolling interests from increased ownership in Scilex Holding		23,963
ACEA acquisition consideration paid in equity		42,168
Virex Health acquisition consideration paid in equity	4,435
Deferred consideration for intangible asset acquisition	3,650
Other acquisitions, license agreements and investments paid in equity		13,689
Property and equipment costs incurred but not paid	753	1,162
Short-term debt		7,304
ACEA Therapeutics, Inc
Investing activities
Acquisition consideration paid in cash, net of cash acquired		(754)
Virex Health, Inc
Investing activities
Acquisition consideration paid in cash, net of cash acquired	(6,544)
Other Acquisitions and Investments
Investing activities
Acquisition consideration paid in cash, net of cash acquired	(7,807)	(34,645)
Public Offering Of Common Stock And Warrants 2019
Financing activities
Proceeds from equity offerings, net of issuance costs	$ 340,036	$ 134,878

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	1. B a sis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the subsidiaries of Sorrento Therapeutics, Inc. (the “Company”). 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. Certain amounts in the prior period consolidated financial statements have been reclassified to conform with the current period presentation. 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, 2021, filed with the Securities and Exchange Commission (the “SEC”) on March 11, 2022. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2022 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., 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, 2022 , 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, 2021, filed with the SEC on March 11, 2022. Revenue Recognition The following table shows revenue disaggregated by product and service type for the three and nine months ended September 30, 2022 and 2021 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Scilex Pharmaceuticals Inc. product sales $ 11,377 $ 7,525 $ 26,115 $ 22,313 Sorrento Therapeutics, Inc. product revenues 2,272 37 6,116 126 Net product revenues $ 13,649 $ 7,562 $ 32,231 $ 22,439 Concortis Biosystems Corporation $ 1,818 $ 3,164 $ 8,435 $ 12,094 Bioserv Corporation 540 968 2,007 3,549 Other service revenues 1,393 368 4,572 1,746 Service revenues $ 3,751 $ 4,500 $ 15,014 $ 17,389 The Company recorded $ 1.8 million in other service revenues associated with Celularity Inc. (“Celularity”) for the nine months ended September 30, 2022. The Company held an ownership interest of approximately 14.1 % of Cel ularity on a non-diluted basis at September 30, 2022. See Note 4 for details. Inventory The Company had $ 12.5 million in finished goods and $ 5.5 million i n raw materials and other inventory at September 30, 2022. The Company had $ 4.7 million in finished goods and $ 3.3 million in raw materials and other inventory at December 31, 2021.

Liquidity and Going Concern

Liquidity and Going Concern	9 Months Ended
	Sep. 30, 2022
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 negative working capital and 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 and its subsidiaries' 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. 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, 2022
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, 2022 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 47,175 $ 47,175 $ — $ — Total assets $ 47,175 $ 47,175 $ — $ — Liabilities: Current portion of contingent consideration $ 397 $ — $ — $ 397 Contingent consideration - non-current 57,249 — — 57,249 Total liabilities $ 57,646 $ — $ — $ 57,646 Fair Value Measurements at December 31, 2021 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 90,217 $ 2,560 $ — $ 87,657 Total assets $ 90,217 $ 2,560 $ — $ 87,657 Liabilities: Derivative liabilities - non-current $ 35,700 $ — $ — $ 35,700 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 124,349 — — 124,349 Total liabilities $ 160,446 $ — $ — $ 160,446 Marketable Investments As disclosed in Note 4 , the Company holds 20,422,124 shares of Class A Common Stock of Celularity, of which 19,922,124 shares were subject to certain transfer restrictions as of December 31, 2021. The transfer restrictions lapsed on July 16, 2022. 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. Prior to July 16, 2022, the shares subject to transfer restrictions were adjusted for a discount for lack of marketability. As of July 16, 2022, the shares previously subject to transfer restrictions were transferred to Level 1 due to the use of the quoted market price to measure fair value. Changes in fair value of the Company ’s investment in Celularity since December 31, 2021 are as follows (Level 3): (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 87,657 Change in fair value measurement of Restricted Shares ( 26,098 ) Transfer from Level 3 to Level 1 ( 61,559 ) Ending Balance at September 30, 2022 $ — Contingent Consideration During the three and nine months ended September 30, 2022, the Company recor ded a gain of $ 0.7 million and $ 67.1 million, respectively, which related to the change in fair value of the contingent consideration associated with its acquis ition of ACEA Therapeutics, Inc. (“ACEA”) (See Note 6 for details). The Compa ny 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 included revenue projections, a discount rate of 23.0 % as of September 30, 2022, an d estimated probabilities of successful commercialization. Changes in estimated fair value of contingent consideration liabilities since December 31, 2021 are as follows (Level 3): (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 124,746 Change in fair value measurement ( 67,100 ) Ending Balance at September 30, 2022 $ 57,646 Derivative liabilities The Company recorded a gain on derivative liability of $ 0.5 million and $ 5.3 million for the three and nine months ended September 30, 2022, respectively, which related to the derivative liability associated with the Scilex Notes (as defined in Note 7 ). The fair value of the derivative liability associated with the Scilex Notes decreased by $ 30.4 million immediately after the entry into the Indenture Amendment (as defined in Note 7 ) associated with the Scilex Notes on June 2, 2022 (see Note 7 for additional details). The Indenture Amendment was accounted for as troubled debt restructuring; therefore, the carrying amount of the Scilex Notes, net, was adjusted to reflect the aforementioned change in fair value of the derivative liability. The fair value of the derivative liability associated with the Scilex Notes was estimated using the discounted cash flow method combined with a Monte Carlo simulation model including consideration of the terms of the Indenture Amendment. Significant Level 3 assumptions used in the measurement included a 6.1 % risk adjusted net sales forecast and an effective debt yield of 21.5 % as of June 30, 2022. The Scilex Notes were fully extinguished in September 2022 (see Note 7 for additional details) and, as such, there were no remaining derivative liabilities as of September 30, 2022. 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, 2022: (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 35,700 Change in fair value measurement ( 35,700 ) Ending Balance at September 30, 2022 $ —

Investments

Investments	9 Months Ended
	Sep. 30, 2022
Equity Method Investments and Joint Ventures [Abstract]
Investments	4. Inv estments As of September 30, 2022, 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., 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 As of Se ptember 30, 2022, the Company owned 20,422,124 shares of Class A Common Stock of Celularity. During the three and nine months ended September 30, 2022, the Company recorded unrealized losses on marketable investments of $ 16.1 million and $ 43.0 million, respectively, in connection with the changes in fair value of its shares of Celularity Class A Common Stock. The Company’s investment in Celularity is included within marketable investments under current assets within its consolidated bal ance sheets. Aardvark In 2021, the Company paid $ 10.0 million in cash for an aggregate of 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. The Company ’s investment in Aardvark was $ 10.0 million as of each of September 30, 2022 and December 31, 2021. 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. Elsie In 2021, the Company paid $ 10.0 million in cash for an aggregate of 10,000,000 shares of Series A Preferred Stock of Elsie Biotechnologies, Inc. (“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. The Company ’s investment in Elsie was $ 10.0 million as of each of September 30, 2022 and December 31, 2021. In connection with the Company's purchase of Series A Preferred Stock of Elsie, Dr. Henry Ji, the Company’s Chairman of the Board of Directors, Chief Executive Officer and President, was appointed to the board of directors of Elsie. NANTibody As of September 30, 2022, the Company’s investment in NANTibody had a carrying value of zero due to the Company’s share of cumulative losses. NANTibody rec orded a net loss of $ 0.8 milli on for the three months ended June 30, 2022. As of June 30, 2022, NANTibody had $ 2.4 million in current assets, $ 10.9 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 As of September 30, 2022, the carrying value of the Company’s investment in NantStem was approxim ately $ 18.8 million. NantStem recorded net income of $ 0.7 million for the three months ended June 30, 2022. As of June 30, 2022, N antStem had $ 84.5 million in current assets, no current liabilities, $ 0.5 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, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	5. Goodwill and Intangible Assets G oodwill totaled $ 80.2 million as of September 30, 2022 . Goodwill for the Sorrento Therapeutics segment and the Scilex segment was $ 73.5 m illion and $ 6.7 million, respectively, as of September 30, 2022. As of September 30, 2022, intangible assets with indefinite useful lives totaling $ 127.7 million are included in acquired in-process research and development (“IPR&D”) in the table below. Goodwill and intangible assets are assessed annually for impairment on October 1 and more frequently whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If it is determined that the full carrying amount of an asset is not recoverable, an impairment loss is recorded in the amount by which the carrying amount of the asset exceeds its fair value. In June 2022, the Company decided to pause for future evaluation the development of Abivertinib, which was acquired from ACEA in 2021 (see Note 6 for details), for the treatment of hospitalized COVID-19 patients. This event led to an assessment to determine if an impairment occurred for the associated IPR&D assets in the second quarter of 2022. Based on a quantitative analysis for impairment performed at June 30, 2022, the Company determined that approximately $ 90.8 million associated with the IPR&D assets, which are in the Sorrento Therapeutics segment, had been impaired and recorded within the loss on impairment of intangible assets in the consolidated statement of operations during the second quarter of 2022. The quantitative analysis is considered a Level 3 non-recurring fair value measurement and is based on the discounted cash flow method that estimates the present value of risk adjusted projected cash flow derived from the IPR&D assets using a discount rate of 16 % at June 30, 2022. As of September 30, 2022, the Abivertinib development program associated with COVID-19 treatment remained paused and under evaluation, and the Company did not identify any indicators of additional impairment as of September 30, 2022. The Company performed an evaluation of goodwill, including a qualitative analysis considering the overall market capitalization of the Company in comparison to the carrying value of the Company's reporting units at September 30, 2022, and it determined that it was not more likely than not that an impairment of goodwill existed at either of the reporting units at September 30, 2022. A summary of the Company’s identifiable intangible assets as of September 30, 2022 and December 31, 2021 is as follows (in thousands, except for years): September 30, 2022 December 31, 2021 September 30, 2022 Weighted Gross Accumulated Intangibles, Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,472 $ 113 $ 1,585 $ 1,453 $ 132 Acquired technology 19 3,410 1,544 1,866 3,410 1,412 1,998 Acquired in-process research and development — 127,650 — 127,650 218,430 — 218,430 Technology placed in service 15 21,940 5,851 16,089 21,940 4,754 17,186 Patent rights 15 32,720 12,918 19,802 32,720 11,283 21,437 Assembled workforce 5 605 434 171 605 343 262 Internally developed software 2 520 390 130 520 260 260 Acquired licenses 15 5,711 92 5,619 — — — Total intangible assets $ 194,141 $ 22,701 $ 171,440 $ 279,210 $ 19,505 $ 259,705 Aggregate amortization expense was $ 1.1 million and $ 1.0 million for the three months ended September 30, 2022 and 2021, respectively. Aggregate amortization expense was $ 3.2 million and $ 3.1 million for the nine months ended September 30, 2022 and 2021, respectively. Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at September 30, 2022 is as follows (in thousands): Years Ending December 31, Amount 2022 (Remaining three months) $ 1,127 2023 4,416 2024 4,239 2025 4,214 2026 4,214 Thereafter 25,580 Total expected future amortization $ 43,790

Significant Agreements and Cont

Significant Agreements and Contracts	9 Months Ended
	Sep. 30, 2022
Significant Agreements And Contracts [Abstract]
Significant Agreements and Contracts	6. Significant Agre ements and Contracts 2022 Acquisitions Romeg License Agreement On June 14, 2022, the Company's majority-owned subsidiary, Scilex Holding, entered into a License Agreement (the “License Agreement”) with RxOmeg Therapeutics, LLC (a/k/a Romeg Therapeutics, Inc.) (“Romeg”). Pursuant to the License Agreement, among other things, Romeg granted Scilex Holding (a) a transferable license, with the right to sublicense, under the patents and know-how specified therein (with such license to know-how being exclusive for the limited purposes specified therein) to (i) commercialize the pharmaceutical product comprising liquid formulations of colchicine for the prophylactic treatment of gout in adult humans (the “Initial Licensed Product”) in the United States of America (including its territories) (the “Territory”), (ii) develop other products comprising the Initial Licensed Product as an active pharmaceutical ingredient (the “Licensed Products”) and commercialize any such products and (iii) manufacture Licensed Products anywhere in the world, solely for commercialization in the Territory; and (b) an exclusive, transferable license, with right to sublicense, to use the trademark GLOPERBA and logos, designs, translations, and modifications thereof in connection with the commercialization of the Initial Licensed Product solely in the Territory. As consideration for the license under the License Agreement, Scilex Holding paid Romeg an up-front license fee of $ 2.0 million, and has agreed to pay Romeg (a) upon Scilex Holding's achievement of certain net sales milestones, certain milestone payments in the aggregate amount of up to $ 13.0 million, (b) certain royalties in the mid-single digit to low-double digit percentages based on annual net sales of the Licensed Product by Scilex Holding during the applicable royalty term under the License Agreement, and (c) a minimum quarterly royalty payment commencing on the first year anniversary of the effective date of the License Agreement and ending on the later of (i) expiration of the last to expire of the licensed patents covering the Licensed Products in the Territory or (ii) the tenth anniversary of the effective date of the License Agreement. The transaction was accounted for as an asset acquisition since the Initial Licensed Product was approved and made available in the United States in 2020 and substantially all the value of the gross assets was concentrated in a single asset, which is the Initial Licensed Product. In connection with the License Agreement, Scilex Holding recorded an intangible asset for the acquired license of $ 5.7 million, which is comprised of the upfront license fee of $ 2.0 million and a deferred consideration of $ 3.7 million that is the present value of the future minimum royalty payments and immaterial transaction costs. The contingent sales milestones and sale volume-based future royalties were determined to meet a scope exception for derivatives under Accounting Standards Codification (“ASC”) Topic 815, Derivatives and Hedging, and not to be probable at either June 30 or September 30, 2022; therefore, they were not recognized as a liability or included in the fair value of the asset as of each of June 30 and September 30, 2022. The Company determined the useful life of the intangible asset to be 15 years , which approximates the life of the licensed patents covering the Initial Licensed Product. Zhengzhou Fortune Bioscience Co., Ltd. In May 2022, the Company completed an acquisition of 51 % of the equity interests of Zhengzhou Fortune Bioscience Co., Ltd (“ZFB”) for $ 5.0 million in cash under a joint venture agreement and equity subscription agreement, as amended (collectively, the “ZFB Agreements”). ZFB is a manufacturer in China of lateral flow diagnostic tests, including COVISTIX, the Company’s COVID-19 virus rapid antigen detection test kit currently being sold in Mexico. Under the ZFB Agreements, the Company has the option to acquire from the minority equity holder the remaining 49 % of the aggregate equity interests of ZFB for $ 50.0 million before December 31, 2022 (the “Subsequent Transaction”). If the Subsequent Transaction does not occur, the Company or ZFB may terminate the ZFB Agreements, and the Company’s 51 % of equity interest in ZFB will be redeemed by ZFB for $ 5.0 million. In September 2022, the Company entered an amendment (the “Amendment”) to the ZFB Agreements, pursuant to which, among other things, the Company’s equity interest in ZFB was reduced from 51 % to 49 % through a transfer of 2 % of the Company’s equity interest in ZFB to the other shareholder of ZFB for a payment of $ 0.2 million and the Company’s representation on ZFB’s board of directors was reduced from three out of five total directors to two out of five total directors. The transfer of the 2 % of the equity interest of ZFB was completed, and the Company received $ 0.2 million from the other shareholder of ZFB in September 2022. In May 2022, the Company determined that it holds a variable interest in ZFB at completion of the acquisition of 51 % of the equity interest in ZFB, which is determined to be a variable interest entity (“VIE”). The Company further determined that it was the primary beneficiary of the VIE because the Company had control over ZFB through its control over ZFB’s board of directors, had ownership of a majority of voting equity interests and had other sole decision-making rights under the ZFB Agreements to direct the most important activities of ZFB. The Company accounted for the transaction as a business combination and applied the acquisition method of accounting. The initial purchase price of $ 0.2 million represented $ 5.0 million cash consideration, net of $ 4.8 million in pre-acquisition inter-company payables to ZFB that were preliminarily deemed settled upon acquisition. The preliminary allocation of the purchase price consisted of $ 10.4 million of fair value of assets acquired including $ 1.9 million of goodwill and intangibles and $ 5.5 million of liabilities assumed. The fair value of non-controlling interest of $ 4.8 million at acquisition date was derived from the $ 5.0 million consideration paid for the 51 % equity interest in ZFB, which was deemed to approximate the fair value. Upon execution of the Amendment and completion of the 2 % equity interest transfer in September 2022, the Company determined that it is no longer the primary beneficiary of ZFB as a VIE because it lost control over ZFB. As a result of this assessment, the Company derecognized all of ZFB's assets and liabilities from the Company’s consolidated financial statements, recorded the Company’s 49 % retained equity interest at its fair value of $ 4.8 million at September 30, 2022 and recorded a gain from the deconsolidation of $ 0.3 million in the three and nine month periods ended September 30, 2022. Upon deconsolidation, the Company also recorded a payable to ZFB of $ 5.3 million that was previously considered an intercompany payable at the time of the consolidation. Subsequent to the deconsolidation, the Company determined it has significant influence over ZFB’s operating and financial policies and recorded its 49 % equity interest as an equity method investment at September 30, 2022. Acquisition of Virex On February 1, 2022 , the Company completed the acquisition of Virex Health, Inc. ( “Virex”), a developer of at-home diagnostic platforms based in Boston, Massachusetts. In accordance with Accounting Standards Codification Topic 805, the Company recorded conside ration transferred totaling $ 11.4 million, including $ 6.8 million in cash, $ 0.1 million in transaction costs paid in cash and 1,281,662 shares of the Company's common stock, or $ 4.5 million of consideration based on the Company's closing share price on February 1, 2022. In connection with the acquisition of Virex, the Company may pay up to $ 10.0 million in contingent consideration in a combination of cash and stock subject to the achievement of certain regulatory milestones. The transaction was accounted for as an asset acquisition since substantially all the value of the gross assets was concentrated in a single asset. No contingent consideration was recorded as of September 30, 2022. The Company fully expensed an amount of $ 11.7 million, representing the consideration transferred, net of short-term liabilities assumed, to acquired IPR&D. 2021 Acquisitions Acquisition of ACEA On June 1, 2021 , the Company completed the acquisition of ACEA , which is developing multiple clinical and preclinical-stage new chemical entity compounds, including the late clinical drug candidate, Abivertinib. The final 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, and resulted in separate and distinct intangible assets comprised of acquired IPR&D of $ 190.8 million, of which $ 90.8 million associated with Abivertinib for the treatment of hospitalized COVID-19 patients was deemed impaired and written off during the second quarter of 2022 (see Note 5 for details), goodwill of $ 36.0 million, fair value of debt assumed of approximately $ 32.1 million, deferred tax liabilities of $ 31.4 million and other net assets of approximately $ 2.9 million. Pursuant to the terms of the merger agreement entered into with ACEA, a portion of the upfront consideration equal to $ 38.1 million 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 5.5 million shares (“Indebtedness Shares”) of the Company’s common stock were issued in respect thereof based on a price per share equal to $ 6.8955 . The Indebtedness Shares are subject to a true-up, as set forth in the merger agreement entered into with ACEA, 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. The Company recorded $ 7.5 million associated with the true-up as a current liability at September 30, 2022. In addition to the Closing Consideration, the Company may pay the ACEA equityholders contingent consideration of (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. See Note 3 for details.

Debt

Debt	9 Months Ended
	Sep. 30, 2022
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. Actual cumulative net sales of ZTlido from the issue date of the Scilex Notes through December 31, 2021 did not equal or exceed 95 % of a predetermined target sales threshold for such period, which resulted in a $ 28.0 million increase in the principal amount of the Scilex Notes, effective February 15, 2022. As a result, the Company recorded the increase of $ 28.0 million in principal and non-operating expense at December 31, 2021. Pursuant to the Indenture, if actual cumulative net sales of ZTlido for the period from October 1, 2022 through September 30, 2023 do not equal or exceed 80 % of a predetermined target sales threshold for such period, the aggregate principal amount shall also be increased on November 15, 2023 by an amount equal to an amount to be determined by reference to the amount of such deficiency. In accordance with ASC Topic 815, Derivatives and Hedging , the Company accounted for this feature as an embedded derivative (the “Scilex Notes Derivative”) that is required to be bifurcated from the Scilex Notes and measured at fair value in each reporting period (see Note 3 for details). Effective February 14, 2022, Scilex Pharma issued to the Company a draw notice under the irrevocable standby letter of credit issued by the Company to Scilex Pharma as required under the terms of the Indenture because actual cumulative net sales of ZTlido from the issue date of the Scilex Notes through December 31, 2021 were less than a specified sales threshold for such period. As a result of the draw notice being issued, the Company paid to Scilex Pharma $ 35.0 million in a single lump-sum amount as a subordinated loan. In February 2022, Scilex Pharma repurchased Scilex Notes from the holders thereof on a pro rata basis in an aggregate amount equal to $ 20.0 million. On June 2, 2022, the Company and Scilex Pharma entered into a Consent Under and Amendment No. 4 to Indenture (the “Indenture Amendment”) with U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association) and the Scilex Note Purchasers. Pursuant to the Indenture Amendment, (1) on June 3, 2022, Scilex Pharma repurchased approximately $ 41.4 million of the aggregate principal amount of the outstanding Scilex Notes at 100 % of the principal amount thereof, (2) the Scilex Note Purchasers agreed that Scilex Pharma can repurchase the remaining principal amount of the Scilex Notes at any time on or before September 30, 2022 for $ 41.4 million (subject to reduction for any quarterly royalty payments) and upon such repurchase the Scilex Note Purchasers will forgive and discharge $ 28.0 million of the aggregate principal amount of the Scilex Notes (the “Early Paydown Provision”), (3) the minimum cash requirement under the Indenture was reduced to $ 5.0 million in aggregate unrestricted cash equivalents at the end of each calendar month, and (4) the maximum aggregate principal amount of that certain Intercompany Promissory Note issued by Scilex Pharma to the Company on October 5, 2018 was increased from up to $ 25.0 million to up to $ 50.0 million. The Company concluded that the Indenture Amendment was a troubled debt restructuring for accounting purposes. The future undiscounted cash flows of the Scilex Notes were higher than the carrying value of the Scilex Notes at the time of the entry into the Indenture Amendment, and accordingly, no gain was recognized in the quarter ended June 30, 2022. Due to a decrease of $ 30.4 million in the fair value of the Scilex Notes Derivative caused by the Indenture Amendment, the carrying value of the Scilex Notes was increased by $ 30.4 million, totaling $ 74.9 million at June 30, 2022. In September 2022, Scilex Pharma exercised the Early Paydown Provision to fully extinguish the Scilex Notes. In August and September 2022, the Company made principal payments towards the outstanding Scilex Notes totaling $ 1.7 million and $ 39.7 million, respectively. Pursuant to the Indenture Amendment, $ 28.0 million of principal amount on the Scilex Notes was forgiven by the Scilex Note Purchasers and the Scilex Notes were fully extinguished in September 2022. The Company recorded a gain on debt extinguishment of $ 33.4 million during the three months ended September 30, 2022. There are no derivative liabilities as of September 30, 2022. Borrowings of the Scilex Notes consisted of the following (in thousands): September 30, December 31, Principal $ — $ 133,998 Unamortized debt discount — ( 30,601 ) Unamortized debt issuance costs — ( 2,235 ) Carrying value $ — $ 101,162 Estimated fair value $ — $ 115,400 The Company made principal payments of $ 106.0 million and $ 44.2 million during the nine months ended September 30, 2022 and 2021, respectively. The amount of debt discount and debt issuance costs included in interest expense for the three months ended September 30, 2022 and 2021 was approximately $ 0.1 million and $ 1.9 million, respectively. The amount of debt discount and debt issuance costs included in interest expense for the nine months ended September 30, 2022 and 2021 was approximately $ 3.1 million and $ 5.9 million, respectively. The Company recorded a gain on debt extinguishment of $ 28.6 million and a loss on debt extinguishment of $ 14.0 million in connection with its repayments of principal made during the nine months ended September 30, 2022 and 2021, respectively. Bridge Loan Agreements On September 30, 2022, the C ompany entered into a Bridge Loan Agreement (the “September Bridge Loan Agreement”) pursuant to which the Company borrowed $ 41.6 million in the form of a bridge loan (the “September Bridge Loan”), which bears interest at 6 % per annum and will mature on January 31, 2023 . Upon the occurrence and during the continuance of an “Event of Default” under the September Loan Agreement includes, among other things, the Company’s failure to pay any principal of, or interest on, the September Bridge Loan when such principal or interest becomes due and payable or to otherwise perform or observe the terms of the September Bridge Loan Agreement (subject to cure periods), a material inaccuracy of the Company’s representations and warranties under the September Bridge Loan Agreement, a failure by the Company to generally pay its debts as they become due or a bankruptcy, insolvency or similar event involving the Company. The Company received proceeds of $ 41.2 million net of transaction fees of $ 0.4 million and paid approximately $ 1.3 million in advisory fees. The Company recorded a $ 1.7 million debt discount as of September 30, 2022. The Company repaid $ 10.0 million of the September Bridge Loan in October 2022. On February 16, 2022, the Company entere d into a Bridge Loan Agreement pursuant to which the Company borrowed $ 45.0 million in the form of a bridge loan (the “February Bridge Loan”), which bore no interest and matured on June 16, 2022 . The amount of debt discount and debt issuance costs included in interest expense for the nine months ended September 30, 2022 was $ 0.9 million. The Company recorded a loss on debt extinguishment of $ 0.9 million in con nection with its repayments of principal made during the nine months ended September 30, 2022. The Company fully repaid the February Bridge Loan during the nine months ended September 30, 2022. ACEA Significant Debt Arrangements Borrowings under significant debt arrangements assumed in connection with the Company’s acquisition of ACEA consisted of the following (in thousands): September 30, December 31, Principal $ 25,942 $ 29,048 Unamortized debt discount ( 8,142 ) ( 10,642 ) Carrying value $ 17,800 $ 18,406 Estimated fair value $ 13,400 $ 17,100

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
Stockholders' Equity	8. Stockholders’ Equity At-the-Market Sales Agreement On December 3, 2021, the Company entered into an amended and restated sales agreement, which was amended on December 22, 2021 (as amended, the “ATM Sales Agreement”), pursuant to which the Company may issue and sell shares of its common stock by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, through Cantor Fitzgerald & Co., B. Riley Securities, Inc. and H.C. Wainwright & Co., LLC, as sales agents. During the nine months ended September 30, 2022, the Company sold an aggregate of 151,148,373 shares of its common stock pursuant to the ATM Sales Agreement for aggregate net proceeds to the Company of approximately $ 340.0 million. Subsequent to September 30, 2022 and through November 4, 2022, the Company sold an aggregate of 3,589,340 shares of its common stock pursuant to the Amended Sales Agreement for aggregate net proceeds to the Company of approximately $ 5.5 million.

Stock Based Compensation

Stock Based Compensation	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [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 $ 6.9 million and $ 6.3 million for the three months ended September 30, 2022 and 2021 , respectively, and $ 20.7 million and $ 21.7 million for the nine months ended September 30, 2022 and 2021, respectively. The total unrecognized compensation expense related to unvested stock option grants as of September 30, 2022 was $ 40.0 million, with a weighted average remaining vesting period of 2.3 years. Total unrecognized compensation expense related to unvested restricted stock unit (“RSU”) grants as of September 30, 2022 was $ 25.9 million, with a weighted average remaining vesting period of 3.5 years. A summary of stock option activity under the 2019 Plan for the nine months ended September 30, 2022 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2021 22,515,513 $ 6.19 $ — Options Granted 550,000 1.61 Options Canceled ( 1,757,233 ) 6.36 Options Exercised ( 24,332 ) 2.32 Outstanding at September 30, 2022 21,283,948 $ 6.06 $ 27 A summary of RSU activity under the 2019 Plan for the nine months ended September 30, 2022 is as follows: Number of Shares Weighted- Outstanding at December 31, 2021 3,433,896 $ 9.50 RSUs Granted 4,855,500 1.72 RSUs Released ( 768,531 ) 9.53 RSUs Canceled ( 593,337 ) 8.45 Outstanding at September 30, 2022 6,927,528 $ 4.13 Scilex Holding Company Under the Scilex Holding Company 2019 Stock Option Plan, total stock-based compensation expense was $ 1.2 million and $ 1.5 million for the three months ended September 30, 2022 and 2021 , respectively, and $ 4.0 million and $ 4.3 million for the nine months ended September 30, 2022 and 2021, respectively. The total unrecognized compensation expense related to unvested stock option grants as of September 30, 2022 was $ 3.9 million, with a weighted average vesting period of 1.4 years. Employee Stock Purchase Plan Total stock-based compensation recorded as operating expense for the Company’s 2020 Employee Stock Purchase Plan was $ 0.1 million and $ 0.3 million for the three and nine months ended September 30, 2022, 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 $ 10.3 million and $ 32.7 million during the three and nine months ended September 30, 2022, respectively. As of September 30, 2022, the Company had approximately $ 55.0 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, 2022
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 (“NantPharma Arbitration”). 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 its President, Chief Executive Officer and Chairman of the Board of Directors, Dr. Henry Ji, Ph.D., 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. 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. 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 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. On August 2, 2022, Sorrento, NantCell and NANTibody presented closing arguments in the arbitration concerning the parties’ claims and counterclaims under the April 21, 2015 and June 11, 2015 Exclusive License Agreements, a decision on which is currently pending. The claims asserted in the NantPharma Arbitration have been submitted to the arbitrator for a decision. The Los Angeles Superior Court 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, Dr. Ji, 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 a 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. On or about November 18, 2021, the U.S. District Court for the Southern District of California issued an order granting the motion to dismiss with leave to amend. On November 30, 2021, Plaintiff filed a first amended consolidated complaint. On December 30, 2021, the defendants filed a motion to dismiss the first amended consolidated complaint. Pursuant to a stipulated scheduling order, Plaintiff filed its opposition to the motion on February 7, 2022, and the defendants filed their reply on February 28, 2022. On April 11, 2022, the U.S. District Court for the Southern District of California issued an order granting the motion to dismiss with leave to file an amended complaint by April 22, 2022. Plaintiff did not file an amended complaint by April 22, 2022. On June 2, 2022, the U.S. District Court for the Southern District of California directed the clerk of the court to enter judgment in favor of defendants and close the case. On June 3, 2022, judgment was entered in favor of defendants, and the case was closed. On June 30, 2022, Plaintiff filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit (Case No. 22-55641). On October 3, 2022, Plaintiff/Appellant filed an opening brief. The defendants/appellees’ answering brief is due on December 2, 2022. Appellant may also file an optional reply brief within 21 days of appellees’ answering brief. 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, Dr. 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 Dr. 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 Supplemental quantitative information related to leases includes the following ($ in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 3,615 $ 3,208 $ 9,761 $ 8,081 ROU assets obtained in exchange for new and amended operating lease liabilities $ 1,505 $ 39,967 $ 3,567 $ 40,141 Weighted average remaining lease term in years 14.2 15.5 14.2 15.5 Weighted average discount rate 12.8 % 12.8 % 12.8 % 12.8 % Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2022 (Remaining three months) $ 3,673 2023 14,871 2024 14,851 2025 13,904 2026 13,574 2027 13,788 Thereafter 152,715 Total lease payments 227,376 Less imputed interest ( 129,870 ) Total lease liabilities as of September 30, 2022 $ 97,506

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
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 $ 0.6 million and $ 0.5 million reflect an effective tax rate of 0.2 % in both periods for the nine months ended September 30, 2022 and 2021, respectively. The Company’s income tax benefit of $ 1.0 million and income tax expense of $ 0.4 million reflect effective tax rates of 1.1 % and 0.3 % for the three months ended September 30, 2022 and 2021, 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, 2022 was primarily attributable to income tax expense associated with return to provision adjustments and shortfalls on stock-based compensation, offset by income tax benefits associated with changes in 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.

Net Loss Per Share

Net Loss Per Share	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Net Loss Per Share	12. Net Loss Per Share For the three and nine months ended September 30, 2022 and 2021, 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, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator Net loss attributable to the Company $ ( 89,576 ) $ ( 119,803 ) $ ( 349,151 ) $ ( 283,908 ) Net loss used for diluted earnings per share $ ( 89,576 ) $ ( 119,803 ) $ ( 349,151 ) $ ( 283,908 ) Denominator for loss income per share 451,621 299,276 397,601 290,029 Denominator for diluted loss per share 451,621 299,276 397,601 290,029 Basic loss per share $ ( 0.20 ) $ ( 0.40 ) $ ( 0.88 ) $ ( 0.98 ) Diluted loss per share $ ( 0.20 ) $ ( 0.40 ) $ ( 0.88 ) $ ( 0.98 ) Shares of common stock issuable pursuant to stock options and warrants that were excluded because the effect is anti-dilutive consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Anti-dilutive shares for outstanding options and RSUs 22,145 4,736 22,719 2,892

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2022
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, 2022 and 2021 (in thousands): Three Months Ended September 30, 2022 2021 Sorrento Scilex Total Sorrento Scilex Total External revenues $ 6,023 $ 11,377 $ 17,400 $ 4,537 $ 7,525 $ 12,062 Operating expenses 104,849 21,994 126,843 97,766 15,683 113,449 Operating loss ( 98,826 ) ( 10,617 ) ( 109,443 ) ( 93,229 ) ( 8,158 ) ( 101,387 ) Unrestricted cash 68,152 2,534 70,686 35,380 4,355 39,735 Nine Months Ended September 30, 2022 2021 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 21,130 $ 26,115 $ 47,245 $ 17,515 $ 22,313 $ 39,828 Operating expenses 324,208 57,725 381,933 278,195 48,475 326,670 Operating loss ( 303,078 ) ( 31,610 ) ( 334,688 ) ( 260,680 ) ( 26,162 ) ( 286,842 ) Unrestricted cash 68,152 2,534 70,686 35,380 4,355 39,735

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the subsidiaries of Sorrento Therapeutics, Inc. (the “Company”). 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. Certain amounts in the prior period consolidated financial statements have been reclassified to conform with the current period presentation. 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, 2021, filed with the Securities and Exchange Commission (the “SEC”) on March 11, 2022. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2022 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., 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, 2022 , 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, 2021, filed with the SEC on March 11, 2022.
Revenue Recognition	Revenue Recognition The following table shows revenue disaggregated by product and service type for the three and nine months ended September 30, 2022 and 2021 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Scilex Pharmaceuticals Inc. product sales $ 11,377 $ 7,525 $ 26,115 $ 22,313 Sorrento Therapeutics, Inc. product revenues 2,272 37 6,116 126 Net product revenues $ 13,649 $ 7,562 $ 32,231 $ 22,439 Concortis Biosystems Corporation $ 1,818 $ 3,164 $ 8,435 $ 12,094 Bioserv Corporation 540 968 2,007 3,549 Other service revenues 1,393 368 4,572 1,746 Service revenues $ 3,751 $ 4,500 $ 15,014 $ 17,389 The Company recorded $ 1.8 million in other service revenues associated with Celularity Inc. (“Celularity”) for the nine months ended September 30, 2022. The Company held an ownership interest of approximately 14.1 % of Cel ularity on a non-diluted basis at September 30, 2022. See Note 4 for details.
Inventory	Inventory The Company had $ 12.5 million in finished goods and $ 5.5 million i n raw materials and other inventory at September 30, 2022. The Company had $ 4.7 million in finished goods and $ 3.3 million in raw materials and other inventory at December 31, 2021.
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 negative working capital and 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 and its subsidiaries' 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. 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.

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 and 2021 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Scilex Pharmaceuticals Inc. product sales $ 11,377 $ 7,525 $ 26,115 $ 22,313 Sorrento Therapeutics, Inc. product revenues 2,272 37 6,116 126 Net product revenues $ 13,649 $ 7,562 $ 32,231 $ 22,439 Concortis Biosystems Corporation $ 1,818 $ 3,164 $ 8,435 $ 12,094 Bioserv Corporation 540 968 2,007 3,549 Other service revenues 1,393 368 4,572 1,746 Service revenues $ 3,751 $ 4,500 $ 15,014 $ 17,389

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 47,175 $ 47,175 $ — $ — Total assets $ 47,175 $ 47,175 $ — $ — Liabilities: Current portion of contingent consideration $ 397 $ — $ — $ 397 Contingent consideration - non-current 57,249 — — 57,249 Total liabilities $ 57,646 $ — $ — $ 57,646 Fair Value Measurements at December 31, 2021 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 90,217 $ 2,560 $ — $ 87,657 Total assets $ 90,217 $ 2,560 $ — $ 87,657 Liabilities: Derivative liabilities - non-current $ 35,700 $ — $ — $ 35,700 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 124,349 — — 124,349 Total liabilities $ 160,446 $ — $ — $ 160,446
Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3)	Changes in fair value of the Company ’s investment in Celularity since December 31, 2021 are as follows (Level 3): (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 87,657 Change in fair value measurement of Restricted Shares ( 26,098 ) Transfer from Level 3 to Level 1 ( 61,559 ) Ending Balance at September 30, 2022 $ — Changes in estimated fair value of contingent consideration liabilities since December 31, 2021 are as follows (Level 3): (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 124,746 Change in fair value measurement ( 67,100 ) Ending Balance at September 30, 2022 $ 57,646 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, 2022: (in thousands) Fair Value Beginning Balance at December 31, 2021 $ 35,700 Change in fair value measurement ( 35,700 ) Ending Balance at September 30, 2022 $ —

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 and December 31, 2021 is as follows (in thousands, except for years): September 30, 2022 December 31, 2021 September 30, 2022 Weighted Gross Accumulated Intangibles, Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,472 $ 113 $ 1,585 $ 1,453 $ 132 Acquired technology 19 3,410 1,544 1,866 3,410 1,412 1,998 Acquired in-process research and development — 127,650 — 127,650 218,430 — 218,430 Technology placed in service 15 21,940 5,851 16,089 21,940 4,754 17,186 Patent rights 15 32,720 12,918 19,802 32,720 11,283 21,437 Assembled workforce 5 605 434 171 605 343 262 Internally developed software 2 520 390 130 520 260 260 Acquired licenses 15 5,711 92 5,619 — — — Total intangible assets $ 194,141 $ 22,701 $ 171,440 $ 279,210 $ 19,505 $ 259,705
Schedule of Estimated Future Amortization Expense Related to Intangible Assets	Aggregate amortization expense was $ 1.1 million and $ 1.0 million for the three months ended September 30, 2022 and 2021, respectively. Aggregate amortization expense was $ 3.2 million and $ 3.1 million for the nine months ended September 30, 2022 and 2021, respectively. Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at September 30, 2022 is as follows (in thousands): Years Ending December 31, Amount 2022 (Remaining three months) $ 1,127 2023 4,416 2024 4,239 2025 4,214 2026 4,214 Thereafter 25,580 Total expected future amortization $ 43,790

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2022
Debt Instrument [Line Items]
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 $ — $ 133,998 Unamortized debt discount — ( 30,601 ) Unamortized debt issuance costs — ( 2,235 ) Carrying value $ — $ 101,162 Estimated fair value $ — $ 115,400
ACEA Therapeutics, Inc
Debt Instrument [Line Items]
Schedule of Long-Term Debt and Unamortized Discount Balances	Borrowings under significant debt arrangements assumed in connection with the Company’s acquisition of ACEA consisted of the following (in thousands): September 30, December 31, Principal $ 25,942 $ 29,048 Unamortized debt discount ( 8,142 ) ( 10,642 ) Carrying value $ 17,800 $ 18,406 Estimated fair value $ 13,400 $ 17,100

Stock Based Compensation (Table

Stock Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Summary of Stock Option Activity	A summary of stock option activity under the 2019 Plan for the nine months ended September 30, 2022 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2021 22,515,513 $ 6.19 $ — Options Granted 550,000 1.61 Options Canceled ( 1,757,233 ) 6.36 Options Exercised ( 24,332 ) 2.32 Outstanding at September 30, 2022 21,283,948 $ 6.06 $ 27
Summary of RSU Activity	A summary of RSU activity under the 2019 Plan for the nine months ended September 30, 2022 is as follows: Number of Shares Weighted- Outstanding at December 31, 2021 3,433,896 $ 9.50 RSUs Granted 4,855,500 1.72 RSUs Released ( 768,531 ) 9.53 RSUs Canceled ( 593,337 ) 8.45 Outstanding at September 30, 2022 6,927,528 $ 4.13

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Supplemental Quantitative Information Related to Leases	Supplemental quantitative information related to leases includes the following ($ in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 3,615 $ 3,208 $ 9,761 $ 8,081 ROU assets obtained in exchange for new and amended operating lease liabilities $ 1,505 $ 39,967 $ 3,567 $ 40,141 Weighted average remaining lease term in years 14.2 15.5 14.2 15.5 Weighted average discount rate 12.8 % 12.8 % 12.8 % 12.8 %
Schedule of Operating Lease Liability Maturities	Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2022 (Remaining three months) $ 3,673 2023 14,871 2024 14,851 2025 13,904 2026 13,574 2027 13,788 Thereafter 152,715 Total lease payments 227,376 Less imputed interest ( 129,870 ) Total lease liabilities as of September 30, 2022 $ 97,506

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator Net loss attributable to the Company $ ( 89,576 ) $ ( 119,803 ) $ ( 349,151 ) $ ( 283,908 ) Net loss used for diluted earnings per share $ ( 89,576 ) $ ( 119,803 ) $ ( 349,151 ) $ ( 283,908 ) Denominator for loss income per share 451,621 299,276 397,601 290,029 Denominator for diluted loss per share 451,621 299,276 397,601 290,029 Basic loss per share $ ( 0.20 ) $ ( 0.40 ) $ ( 0.88 ) $ ( 0.98 ) Diluted loss per share $ ( 0.20 ) $ ( 0.40 ) $ ( 0.88 ) $ ( 0.98 )
Components of Outstanding Securities	Shares of common stock issuable pursuant to stock options and warrants that were excluded because the effect is anti-dilutive consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Anti-dilutive shares for outstanding options and RSUs 22,145 4,736 22,719 2,892

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 and 2021 (in thousands): Three Months Ended September 30, 2022 2021 Sorrento Scilex Total Sorrento Scilex Total External revenues $ 6,023 $ 11,377 $ 17,400 $ 4,537 $ 7,525 $ 12,062 Operating expenses 104,849 21,994 126,843 97,766 15,683 113,449 Operating loss ( 98,826 ) ( 10,617 ) ( 109,443 ) ( 93,229 ) ( 8,158 ) ( 101,387 ) Unrestricted cash 68,152 2,534 70,686 35,380 4,355 39,735 Nine Months Ended September 30, 2022 2021 (in thousands) Sorrento Scilex Total Sorrento Scilex Total External revenues $ 21,130 $ 26,115 $ 47,245 $ 17,515 $ 22,313 $ 39,828 Operating expenses 324,208 57,725 381,933 278,195 48,475 326,670 Operating loss ( 303,078 ) ( 31,610 ) ( 334,688 ) ( 260,680 ) ( 26,162 ) ( 286,842 ) Unrestricted cash 68,152 2,534 70,686 35,380 4,355 39,735

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Revenue Disaggregated by Product and Service Type (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation Of Revenue [Line Items]
Revenues	$ 17,400	$ 12,062	$ 47,245	$ 39,828
Scilex Pharmaceuticals Inc. Product Sales
Disaggregation Of Revenue [Line Items]
Revenues	11,377	7,525	26,115	22,313
Sorrento Therapeutics, Inc. product revenues
Disaggregation Of Revenue [Line Items]
Revenues	2,272	37	6,116	126
Net Product Revenues
Disaggregation Of Revenue [Line Items]
Revenues	13,649	7,562	32,231	22,439
Concortis Biosystems Corporation
Disaggregation Of Revenue [Line Items]
Revenues	1,818	3,164	8,435	12,094
Bioserv Corporation
Disaggregation Of Revenue [Line Items]
Revenues	540	968	2,007	3,549
Other Service Revenues
Disaggregation Of Revenue [Line Items]
Revenues	1,393	368	4,572	1,746
Service Revenues
Disaggregation Of Revenue [Line Items]
Revenues	$ 3,751	$ 4,500	$ 15,014	$ 17,389

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Significant Accounting Policies [Line Items]
Revenues	$ 17,400	$ 12,062	$ 47,245	$ 39,828
Finished goods	12,500		12,500		$ 4,700
Raw material and other inventory	5,500		5,500		$ 3,300
Other Service Revenues
Significant Accounting Policies [Line Items]
Revenues	$ 1,393	$ 368	$ 4,572	$ 1,746
Celularity
Significant Accounting Policies [Line Items]
Ownership interest of Celularity on a non-diluted basis	14.10%		14.10%
Celularity | Other Service Revenues
Significant Accounting Policies [Line Items]
Revenues			$ 1,800

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, 2022	Dec. 31, 2021
Assets:
Total assets	$ 47,175	$ 90,217
Liabilities:
Total liabilities	57,646	160,446
Derivative liabilities - non-current
Liabilities:
Total liabilities		35,700
Current portion of contingent consideration
Liabilities:
Total liabilities	397	397
Contingent Consideration Noncurrent
Liabilities:
Total liabilities	57,249	124,349
Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	47,175	2,560
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Derivative liabilities - non-current
Liabilities:
Total liabilities		0
Quoted Prices in Active Markets (Level 1) | Current portion of contingent consideration
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) | Derivative liabilities - non-current
Liabilities:
Total liabilities		0
Significant Other Observable Inputs (Level 2) | Current portion of contingent consideration
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	0	87,657
Liabilities:
Total liabilities	57,646	160,446
Significant Unobservable Inputs (Level 3) | Derivative liabilities - non-current
Liabilities:
Total liabilities		35,700
Significant Unobservable Inputs (Level 3) | Current portion of contingent consideration
Liabilities:
Total liabilities	397	397
Significant Unobservable Inputs (Level 3) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	57,249	124,349
Marketable investments
Assets:
Total assets	47,175	90,217
Marketable investments | Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	47,175	2,560
Marketable investments | Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0	0
Marketable investments | Significant Unobservable Inputs (Level 3)
Assets:
Total assets	$ 0	$ 87,657

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022 USD ($) shares	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) shares	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) shares
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock, shares outstanding (in shares) | shares	468,290,927		468,290,927		314,573,225
Common stock shares value subject to transfer restrictions	$ 47,175,000		$ 47,175,000		$ 90,217,000
Gain (Loss) on derivative liability	500,000	$ (1,800,000)	5,300,000	$ 100,000
Scilex Pharmaceuticals, Inc
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liabilities	$ 0		0
Senior Notes | Scilex Pharmaceuticals, Inc
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Decrease in fair value of derivative liability			$ 30,400,000
Class A Common Stock | Celularity
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock, shares outstanding (in shares) | shares	20,422,124		20,422,124		20,422,124
Common stock received | shares					19,922,124
Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	21.5		21.5
Risk Adjusted Net Sales Forecast
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	0.061		0.061
ACEA Therapeutics, Inc
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Gain on re-measurement of fair value	$ 700,000		$ 67,100,000
ACEA Therapeutics, Inc | Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	23		23

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, 2022 USD ($)
Celularity
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 87,657
Transfer from Level 3 to Level 1	(61,559)
Ending balance	0
Restricted Shares | Celularity
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value measurement	(26,098)
Derivative Liabilities
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	35,700
Change in fair value measurement	(35,700)
Ending balance	0
ACEA Therapeutics, Inc
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	124,746
Change in fair value measurement	(67,100)
Ending balance	$ 57,646

Investment - Celularity - Addit

Investment - Celularity - Additional Information - (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)	468,290,927	468,290,927	314,573,225
Class A Common Stock | Celularity
Schedule of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)	20,422,124	20,422,124	20,422,124
Unrealized losses on marketable investments	$ (16.1)	$ (43)

Investments - Additional Inform

Investments - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Sep. 30, 2022
Aardvark
Schedule of Equity Method Investments [Line Items]
Equity investment	$ 10	$ 10
Elsie
Schedule of Equity Method Investments [Line Items]
Equity investment	10	$ 10
Series A Preferred Stock | Elsie
Schedule of Equity Method Investments [Line Items]
Payments to acquire equity investment	$ 10
Shares purchased under equity investment	10,000,000
Series B Preferred Stock | Aardvark
Schedule of Equity Method Investments [Line Items]
Payments to acquire equity investment	$ 10
Shares purchased under equity investment	7,777,864

Investments - NANTibody - Addit

Investments - NANTibody - Additional Information (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Net income (loss)	$ (90,625,000)	$ (219,478,000)	$ (40,540,000)	$ (119,995,000)	$ (166,699,000)	$ 2,418,000	$ (350,643,000)	$ (284,276,000)
Current assets of equity method investment	176,957,000						176,957,000		$ 172,989,000
Current liabilities of equity method investment	201,980,000						201,980,000		$ 139,453,000
NANTibody
Schedule of Equity Method Investments [Line Items]
Net income (loss)		800,000
Current assets of equity method investment		2,400,000
Current liabilities of equity method investment		10,900,000
Noncurrent assets of equity method investment		100,000
Noncurrent liabilities of equity method investment		$ 0
NANTibody
Schedule of Equity Method Investments [Line Items]
Equity investments	$ 0						$ 0

Investments - NantStem - Additi

Investments - NantStem - Additional Information (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Schedule Of Equity Method Investments [Line Items]
Net income (loss)	$ (90,625,000)	$ (219,478,000)	$ (40,540,000)	$ (119,995,000)	$ (166,699,000)	$ 2,418,000	$ (350,643,000)	$ (284,276,000)
Current assets of equity method investment	176,957,000						176,957,000		$ 172,989,000
Current liabilities of equity method investment	201,980,000						201,980,000		$ 139,453,000
NantStem
Schedule Of Equity Method Investments [Line Items]
Net income (loss)		700,000
Current assets of equity method investment		84,500,000
Current liabilities of equity method investment		0
Noncurrent assets of equity method investment		500,000
Noncurrent liabilities of equity method investment		$ 0
NantStem
Schedule Of Equity Method Investments [Line Items]
Equity method investments	$ 18,800,000						$ 18,800,000

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Additional Information (Details) $ in Thousands		3 Months Ended		9 Months Ended
	Jun. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Goodwill And Intangible Assets [Line Items]
Goodwill		$ 80,199		$ 80,199		$ 79,525
Decrease on contingent consideration		(700)		(67,100)	$ 100
Indefinite-lived intangible assets		127,700		127,700
Intangible amortization		1,127	$ 1,000	3,196	$ 3,105
Sorrento Therapeutics
Goodwill And Intangible Assets [Line Items]
Goodwill		73,500		73,500
Scilex Pharmaceuticals, Inc
Goodwill And Intangible Assets [Line Items]
Goodwill		$ 6,700		$ 6,700
In-process Research and Development
Goodwill And Intangible Assets [Line Items]
Impairment charges	$ 90,800
In-process Research and Development | Discount Rate
Goodwill And Intangible Assets [Line Items]
Risk adjusted projected cash flow discount rate	0.16

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, 2022	Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 194,141	$ 279,210
Accumulated Amortization	22,701	19,505
Intangibles, Net	$ 171,440	$ 259,705
Customer relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	2 years
Gross Carrying Amount	$ 1,585	$ 1,585
Accumulated Amortization	1,472	1,453
Intangibles, Net	$ 113	$ 132
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	1,544	1,412
Intangibles, Net	1,866	1,998
Acquired in-process research and development
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	127,650	218,430
Intangibles, Net	$ 127,650	$ 218,430
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	5,851	4,754
Intangibles, Net	$ 16,089	$ 17,186
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	12,918	11,283
Intangibles, Net	$ 19,802	$ 21,437
Assembled workforce
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	5 years	5 years
Gross Carrying Amount	$ 605	$ 605
Accumulated Amortization	434	343
Intangibles, Net	$ 171	$ 262
Internally developed software
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	2 years
Gross Carrying Amount	$ 520	$ 520
Accumulated Amortization	390	260
Intangibles, Net	$ 130	$ 260
Acquired licenses
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 5,711
Accumulated Amortization	92
Intangibles, Net	$ 5,619

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense Related to Intangible Assets (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2022 (Remaining three months)	$ 1,127
2023	4,416
2024	4,239
2025	4,214
2026	4,214
Thereafter	25,580
Total expected future amortization	$ 43,790

Significant Agreements and Co_2

Significant Agreements and Contracts - Romeg License Agreement -Additional Information (Details) - USD ($) $ in Millions		9 Months Ended	12 Months Ended
	Jun. 14, 2022	Sep. 30, 2022	Dec. 31, 2021
Patent rights
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Intangible asset useful life		15 years	15 years
RxOmeg Therapeutics, LLC | Patent rights
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Intangible asset useful life	15 years
License Agreement | RxOmeg Therapeutics, LLC
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Up-front license fee	$ 2
Payments to aggregate amount	13
Deferred consideration	3.7
Intangible asset	$ 5.7

Significant Agreements and Co_3

Significant Agreements and Contracts - Zhengzhou Fortune Bioscience Co., Ltd. - Additional Information (Details) - Joint Venture Agreement and Equity Subscription Agreement - USD ($) $ in Millions		1 Months Ended	3 Months Ended	9 Months Ended
	May 31, 2022	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2022
Zhengzhou Fortune Bioscience Co., Ltd.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, name of acquired entity				Zhengzhou Fortune Bioscience Co., Ltd
Business acquisition, percentage of voting interests acquired	51%
Business acquisition, percentage of voting remaining interests to be acquired	49%
Termination of agreement if subsequent transaction does not occur	$ 5
Business acquisition consideration paid in cash	5
Business acquisition equity interest of voting remaining interests to be acquired	50
Fair value of assets acquired	10.4
Liabilities assumed	5.5
Goodwill and intangibles	1.9
Consideration transferred amount	0.2
Business acquisition, pre-acquisition amount of settlement	4.8
Fair value of non-controlling interest	$ 4.8
Amendment to Zhengzhou Fortune Bioscience Co., Ltd.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, percentage of voting interests acquired		49%	49%	49%
Business acquisition equity interest transferred percentage		2%	2%	2%
Proceeds from transfer of equity interest		$ 0.2
Business acquisition consideration paid in cash		0.2
Business acquisition, pre-acquisition amount of settlement		5.3	$ 5.3	$ 5.3
Fair value of non-controlling interest		$ 4.8	$ 4.8	$ 4.8
Percentage of retained equity interest		49%	49%	49%
Gain from deconsolidation			$ (0.3)	$ (0.3)

Significant Agreements and Co_4

Significant Agreements and Contracts - Acquisition of Virex Health, Inc. - Additional Information (Details) - Virex Health, Inc [Member] - USD ($)		9 Months Ended
	Feb. 01, 2022	Sep. 30, 2022
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, effective date of acquisition		Feb. 01, 2022
Business acquisition, name of acquired entity		Virex Health, Inc.
Consideration transferred amount	$ 11,400,000
Business acquisition consideration paid in cash	6,800,000
Transaction cost paid	$ 100,000
Number of common stock issued under purchase consideration	1,281,662
Business combination consideration share price	$ 4,500,000
Business combination contingent consideration regulatory payments	10,000,000
Contingent consideration, liability		$ 0
Consideration transferred net of short-term liabilities assumed	$ 11,700,000

Significant Agreements and Co_5

Significant Agreements and Contracts - Acquisition of ACEA Therapeutics, Inc. - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions			9 Months Ended
	Jun. 30, 2022	Jun. 01, 2021	Sep. 30, 2022	Dec. 31, 2021
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Goodwill			$ 80,199	$ 79,525
Acquired in-process research and development
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Impairment charges	$ 90,800
ACEA Therapeutics, Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, effective date of acquisition			Jun. 01, 2021
Business acquisition, name of acquired entity			ACEA
Stock consideration shares value		$ 38,100
Stock consideration value		5.5
Stock consideration value per share (usd per share)		$ 6.8955
Business combination additional payments		$ 450,000
Business combination current liability true up amount			$ 7,500
Upfront consideration		44,100
Impairment charges		90,800
Goodwill		36,000
Fair value of debt assumed liability		32,100
Deferred tax liabilities assumed		31,400
Purchase price allocation resulted in net identifiable assets, other net assets		2,900
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		$ 190,800
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%
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%

Debt - 2018 Purchase Agreement

Debt - 2018 Purchase Agreement and Indenture for Scilex and Bridge Loan Agreement - Additional Information (Details) - USD ($)					1 Months Ended			3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2022	Jun. 03, 2022	Feb. 16, 2022	Sep. 07, 2018	Oct. 31, 2022	Sep. 30, 2022	Aug. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Jun. 02, 2022	Feb. 15, 2022	Feb. 14, 2022	Oct. 05, 2018
Debt Instrument [Line Items]
Gain (loss) on debt extinguishment								$ 33,433,000			$ 27,701,000	$ (6,695,000)
Gain (loss) on derivative liabilities								500,000		$ (1,800,000)	5,300,000	100,000
Proceed received, net of transaction fees											98,560,000	35,053,000
B. Riley Commercial Capital, LLC | September Bridge Loan Agreement | September Bridge Loan
Debt Instrument [Line Items]
Short-term borrowings	$ 41,600,000					$ 41,600,000		$ 41,600,000			$ 41,600,000
Interest rate	6%					6%		6%			6%
Debt instrument maturity date	Jan. 31, 2023
Transaction fees	$ 400,000
Proceed received, net of transaction fees	41,200,000
Advisory fees paid	1,300,000
Debt discount	1,700,000
Repayment of the Loan					$ 10,000,000
B. Riley Commercial Capital, LLC | Bridge Loan Agreement | Bridge Loan
Debt Instrument [Line Items]
Gain (loss) on debt extinguishment											$ (900,000)
Amount of debt discount and debt issuance included in interest expense											900,000
Short-term borrowings			$ 45,000,000
Debt instrument maturity date			Jun. 16, 2022
Scilex Pharmaceuticals, Inc
Debt Instrument [Line Items]
Derivative liabilities	0					$ 0		$ 0			0
Senior Notes | Scilex Pharmaceuticals, Inc | Senior Secured Notes, Due 2026
Debt Instrument [Line Items]
Face value of loan				$ 224,000,000									$ 133,998,000
Proceeds from issuance of senior long-term debt				$ 140,000,000
Principal amount to be purchased																$ 20,000,000
Gain (loss) on debt extinguishment								(33,400,000)			28,600,000	(14,000,000)
Derivative liabilities	$ 0					0		0			0
Principal payments						39,700,000	$ 1,700,000				106,000,000	44,200,000
Amount of debt discount and debt issuance included in interest expense								$ 100,000		$ 1,900,000	$ 3,100,000	$ 5,900,000
Remaining principal amount		$ 41,400,000
Redemption price as a percentage of outstanding principal		100%
Discharge of aggregate principal amount		$ 28,000,000
Aggregate unrestricted cash equivalents														$ 5,000,000
Decrease in fair value									$ 30,400,000
Increase in carrying value									30,400,000
Carrying value									74,900,000				101,162,000
Principal amount of the Scilex Notes forgiven						$ 28,000,000
Debt instrument, gain recognized									$ 0
Effective rate, description											Due to a decrease of $30.4 million in the fair value of the Scilex Notes Derivative caused by the Indenture Amendment, the carrying value of the Scilex Notes was increased by $30.4 million, totaling $74.9 million at June 30, 2022.
Senior Notes | Scilex Pharmaceuticals, Inc | Senior Secured Notes, Due 2026 | ZTlido
Debt Instrument [Line Items]
Face value of loan													$ 28,000,000
Additional principal payments, sales threshold													95%
Increase to aggregate principal amount															$ 28,000,000
Expected additional principal payments, sales threshold											80%
Senior Notes | Scilex Pharmaceuticals, Inc | Minimum | Senior Secured Notes, Due 2026
Debt Instrument [Line Items]
Debt instrument increased to face amount																	$ 25,000,000
Senior Notes | Scilex Pharmaceuticals, Inc | Maximum | Senior Secured Notes, Due 2026
Debt Instrument [Line Items]
Debt instrument increased to face amount																	$ 50,000,000
Subordinated Loan | Scilex Pharmaceuticals, Inc | Net Sales from Issue Date to December 31, 2021 Less than Specified Threshold | ZTlido
Debt Instrument [Line Items]
Face value of loan																$ 35,000,000

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 ($)	Jun. 30, 2022	Dec. 31, 2021	Sep. 07, 2018
Debt Instrument [Line Items]
Principal		$ 133,998,000	$ 224,000,000
Unamortized debt discount		(30,601,000)
Unamortized debt issuance costs		(2,235,000)
Total Scilex Notes	$ 74,900,000	101,162,000
Estimated fair value		$ 115,400,000

Debt - Schedule of Borrowings u

Debt - Schedule of Borrowings under ACEA Significant Debt Arrangements (Details) - ACEA Therapeutics, Inc - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Principal	$ 25,942	$ 29,048
Unamortized debt discount	(8,142)	(10,642)
Carrying value	17,800	18,406
Estimated fair value	$ 13,400	$ 17,100

Stockholders' Equity - At-the-M

Stockholders' Equity - At-the-Market Sales Agreement - Additional Information (Details) - At-the-Market Sales Agreement - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	Nov. 04, 2022	Sep. 30, 2022
Class Of Stock [Line Items]
Common stock sold in registered direct offering		151,148,373
Sale of stock proceeds, net		$ 340
Subsequent Event
Class Of Stock [Line Items]
Common stock sold in registered direct offering	3,589,340
Sale of stock proceeds, net	$ 5.5

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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
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	$ 25.9		$ 25.9
Weighted average remaining vesting period			3 years 6 months
2019 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	6.9	$ 6.3	$ 20.7	$ 21.7
Unrecognized compensation expense related to unvested stock option grants	$ 40		$ 40
Weighted average remaining vesting period			2 years 3 months 18 days

Stock Based Compensation - Summ

Stock Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares
Options Outstanding
Options Outstanding beginning balance (in shares) | shares	22,515,513
Options Granted (in shares) | shares	550,000
Options Cancelled (in shares) | shares	(1,757,233)
Options Exercised (in shares) | shares	(24,332)
Options Outstanding ending balance (in shares) | shares	21,283,948
Weighted-Average Exercise Price
Weighted Average Exercise Price, beginning balance (USD per share) | $ / shares	$ 6.19
Weighted Average Exercise Price, Options Granted (USD per share) | $ / shares	1.61
Weighted Average Exercise Price, Options Cancelled (USD per share) | $ / shares	6.36
Weighted Average Exercise Price, Options Exercised (USD per share) | $ / shares	2.32
Weighted Average Exercise Price, ending balance (USD per share) | $ / shares	$ 6.06
Aggregate Intrinsic Value | $	$ 27

Stock Based Compensation - Su_2

Stock Based Compensation - Summary of RSU Activity (Details)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Shares, Outstanding beginning balance | shares	3,433,896
Number of Shares, RSUs Granted | shares	4,855,500
Number of Shares, RSUs Released | shares	(768,531)
Number of Shares, RSUs Cancelled | shares	(593,337)
Number of Shares, Outstanding ending balance | shares	6,927,528
Weighted-Average Grant Date Fair Value Per Share, Outstanding beginning balance | $ / shares	$ 9.50
Weighted-Average Grant Date Fair Value Per Share, RSUs Granted | $ / shares	1.72
Weighted-Average Grant Date Fair Value Per Share, RSUs Released | $ / shares	9.53
Weighted-Average Grant Date Fair Value Per Share, RSUs Cancelled | $ / shares	8.45
Weighted-Average Grant Date Fair Value Per Share, Outstanding ending balance | $ / shares	$ 4.13

Stock Based Compensation - Scil

Stock Based Compensation - Scilex Holding Company - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
2019 Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested stock option grants	$ 3.9		$ 3.9
Weighted average vesting period			1 year 4 months 24 days
Scilex Holding Company
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 1.2	$ 1.5	$ 4	$ 4.3

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, 2022	Sep. 30, 2022
2020 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation recorded as operating expense	$ 0.1	$ 0.3

Stock Based Compensation - CEO

Stock Based Compensation - CEO Performance Award - Additional Information (Details) - Chief Executive Officer - CEO Performance Award $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Award period		10 years
Stock-based compensation expense	$ 10.3	$ 32.7
Unrecognized compensation expense related to unvested stock option grants	$ 55	$ 55

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - NANTibody $ in Thousands	Apr. 03, 2019 USD ($)
Other Commitments [Line Items]
Damages sought	$ 90,050
Damages sought to restore equity method investment	$ 40,000

Commitments and Contingencies_2

Commitments and Contingencies - Supplemental Quantitative Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Operating cash outflows from operating leases	$ 3,615	$ 3,208	$ 9,761	$ 8,081
ROU assets obtained in exchange for new and amended operating lease liabilities	$ 1,505	$ 39,967	$ 3,567	$ 40,141
Weighted average remaining lease term in years	14 years 2 months 12 days	15 years 6 months	14 years 2 months 12 days	15 years 6 months
Weighted average discount rate	12.80%	12.80%	12.80%	12.80%

Commitments and Contingencies_3

Commitments and Contingencies - Schedule of Operating Lease Liability Maturities (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022 (Remaining three months)	$ 3,673
2023	14,871
2024	14,851
2025	13,904
2026	13,574
2027	13,788
Thereafter	152,715
Total lease payments	227,376
Less imputed interest	(129,870)
Total lease liabilities as of September 30, 2022	$ 97,506

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ (1,015)	$ 386	$ (602)	$ (461)
Effective income tax rate	1.10%	0.30%	0.20%	0.20%
Expected statutory federal tax rate			21%

Net Loss Per Share - Reconcilia

Net 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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator
Net loss attributable to the Company	$ (89,576)	$ (119,803)	$ (349,151)	$ (283,908)
Net loss used for diluted earnings per share	$ (89,576)	$ (119,803)	$ (349,151)	$ (283,908)
Denominator for loss income per share	451,621	299,276	397,601	290,029
Denominator for diluted loss per share	451,621	299,276	397,601	290,029
Basic loss per share	$ (0.20)	$ (0.40)	$ (0.88)	$ (0.98)
Diluted loss per share	$ (0.20)	$ (0.40)	$ (0.88)	$ (0.98)

Net Loss Per Share - Components

Net Loss Per Share - Components of Outstanding Securities (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share [Abstract]
Anti-dilutive shares for outstanding options and RSUs	22,145	4,736	22,719	2,892

Segment Information - Additiona

Segment Information - Additional Information (Details)	9 Months Ended
	Sep. 30, 2022 Segment
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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Segment Reporting Information [Line Items]
External revenues	$ 17,400	$ 12,062	$ 47,245	$ 39,828
Operating expenses	126,843	113,449	381,933	326,670
Loss from operations	(109,443)	(101,387)	(334,688)	(286,842)
Unrestricted cash	70,686	39,735	70,686	39,735	$ 36,665
Sorrento Therapeutics
Segment Reporting Information [Line Items]
External revenues	6,023	4,537	21,130	17,515
Operating expenses	104,849	97,766	324,208	278,195
Loss from operations	(98,826)	(93,229)	(303,078)	(260,680)
Unrestricted cash	68,152	35,380	68,152	35,380
Scilex
Segment Reporting Information [Line Items]
External revenues	11,377	7,525	26,115	22,313
Operating expenses	21,994	15,683	57,725	48,475
Loss from operations	(10,617)	(8,158)	(31,610)	(26,162)
Unrestricted cash	$ 2,534	$ 4,355	$ 2,534	$ 4,355