Fortress Biotech, Inc. (Nasdaq: FBIO) (“Fortress”), an innovative
biopharmaceutical company focused on efficiently acquiring,
developing and commercializing or monetizing promising therapeutic
products and product candidates, today announced financial results
and recent corporate highlights for the first quarter ended March
31, 2023.
Lindsay A. Rosenwald, M.D., Fortress’ Chairman,
President and Chief Executive Officer, said, “Fortress and our
subsidiaries and partner companies continued advancing our
promising clinical-stage drug candidates for a wide range of
diseases during the first quarter of 2023. We expect data updates
from multiple clinical programs in the coming months, including
Phase 3 topline results for DFD-29 to treat papulopustular rosacea
(“PPR”) in June of 2023. We also expect to report dose escalation
and response data for MB-106, a CD20-targeted, autologous CAR T
cell therapy to treat relapsed or refractory B-cell non-Hodgkin
lymphomas (“B-NHL”) and chronic lymphocytic leukemia (“CLL”),
throughout the year. Dotinurad for the treatment of gout and
Triplex for the treatment of cytomegalovirus continue to advance in
clinical trials and we anticipate a dotinurad Phase 1 topline data
readout in U.S. healthy volunteers in the second quarter of this
year.”
Dr. Rosenwald continued, “On the regulatory
front, we expect the rolling New Drug Application (“NDA”)
submission for CUTX-101 to treat Menkes disease to be complete by
the end of 2023. We also anticipate filing an NDA for DFD-29 in the
second half of 2023 and look forward to the January 3, 2024,
Prescription Drug User Fee Act (“PDUFA”) goal date for cosibelimab
to treat patients with metastatic or locally advanced cutaneous
squamous cell carcinoma (“cSCC”). Overall, it is an exciting time
for Fortress as we advance potential treatments for patients in
need while focusing on increasing shareholder value.”
Recent Corporate
Highlights1:
Cosibelimab (Anti PD-L1
antibody)
- Our partner company, Checkpoint
Therapeutics, Inc. (Nasdaq: CKPT) (“Checkpoint”), submitted a
Biologics License Application (“BLA”) to the FDA for cosibelimab,
its investigational anti-PD-L1 antibody, as a treatment for
patients with metastatic or locally advanced cSCC who are not
candidates for curative surgery or radiation, in January 2023. In
March 2023, the FDA accepted the BLA filing for cosibelimab and set
a PDUFA goal date of January 3, 2024. In its BLA filing acceptance
letter, the FDA indicated that no potential filing review issues
have been identified, and that an advisory committee meeting to
discuss the application is not currently planned. According to U.S.
prescription claims data, in 2021, approximately 11,000 cSCC
patients were treated with systemic therapies. As PD-1 inhibitors
comprised less than half of patient prescriptions, cSCC remains a
disease with a need for more effective and tolerable treatment
options, particularly for the significant number of cSCC patients
with immunosuppressive conditions or autoimmune diseases. With its
unique mechanism of action and compelling safety profile, we
believe cosibelimab, if approved, would be uniquely positioned to
provide an important new treatment option for cSCC patients that
are currently underserved by available therapies.
- Cosibelimab was sourced by Fortress
and is currently in development at Checkpoint.
Dotinurad (Urate Transporter (URAT1)
Inhibitor)
- Dotinurad is in development for the
treatment of gout. We anticipate topline data from the Phase 1
trial to evaluate dotinurad in healthy volunteers in the United
States in the second quarter of 2023 and expect to begin pivotal
clinical trials in early 2024.
- Dotinurad (URECE® tablet) was
approved in Japan in 2020 as a once-daily oral therapy for gout and
hyperuricemia. Dotinurad was efficacious and well-tolerated in more
than 500 Japanese patients treated for up to 58 weeks in Phase 3
clinical trials. The clinical program supporting approval included
over 1,000 patients.
- Dotinurad was sourced by Fortress
and is currently in development at Urica.
MB-106 (CD20-targeted CAR T Cell
Therapy)
- Mustang Bio, Inc.’s (Nasdaq: MBIO)
(“Mustang Bio”) lead clinical candidate is MB-106, a CD20-targeted,
autologous CAR T cell therapy to treat relapsed or refractory B-NHL
and CLL. MB-106 data to date include an overall response rate of
96% and complete response rate of 75% in a wide range of
hematologic malignancies, including Waldenstrom macroglobulinemia
(“WM”), in a clinical trial conducted by Mustang Bio’s
collaborators at Fred Hutch. In parallel, Mustang Bio’s
multicenter, open-label, non-randomized Phase 1/2 clinical trial
evaluating the safety and efficacy of MB-106 continues to accrue,
and Mustang Bio anticipates escalation to the final dose level in
the Phase 1 indolent lymphoma arm in the third quarter of this
year. The FDA granted Orphan Drug Designation to MB-106 for the
treatment of WM, and Mustang Bio has treated the first WM patient
in the indolent lymphoma arm of the trial. Results from this arm
are expected to support an accelerated Phase 2 registration
strategy for WM, with the first pivotal Phase 2 WM patient
potentially to be treated in the first quarter of 2024. In the
second quarter of this year, Mustang Bio plans to report safety and
efficacy data from the indolent lymphoma arm.
- Phase 1/2 data from the Fred Hutch
clinical trial on MB-106, a CD20-targeted, autologous CAR T cell
therapy for patients with relapsed or refractory B-NHL and CLL,
will be presented at the European Hematology Association Hybrid
Congress (“EHA2023”) taking place June 8-11, 2023, in Frankfurt,
Germany and at the International Conference on Malignant Lymphoma
(“ICML”) taking place June 13-17, 2023, in Lugano, Switzerland.
Data from the WM cohort were selected for poster presentation at
EHA2023 and outpatient treatment of follicular lymphoma was
selected for oral presentation at ICML.
- MB-106 was sourced by Fortress and
is currently in development at Mustang Bio.
CUTX-101 (Copper Histidinate for Menkes
disease)
- Our subsidiary, Cyprium
Therapeutics, Inc. (“Cyprium”) has completed two pivotal studies in
patients with Menkes disease treated with CUTX-101, copper
histidinate (CuHis). In a pre-specified analysis of the studies, a
79% reduction in the risk of death was observed in patients treated
within four weeks of birth, compared with a historical control
cohort of untreated patients, and median overall survival (OS) was
177.1 months for CUTX-101 compared to 16.1 months for historical
control, with a hazard ratio (HR) of (95% CI) = 0.208 (0.094,
0.463) p<0.0001. A 75% reduction in the risk of death was
observed in patients treated after four weeks of birth, compared
with untreated historical control subjects, and median OS was 62.4
and 17.6 months, respectively; HR (95% CI) = 0.253 (0.119, 0.537);
p<0.0001.
- In 2021, Cyprium signed a
Development and Asset Purchase Agreement with Sentynl Therapeutics,
Inc. (“Sentynl”), a wholly owned subsidiary of Zydus Lifesciences
Ltd., for CUTX-101 to treat Menkes disease. Cyprium is responsible
for the development of CUTX-101, and Sentynl will be responsible
for commercialization of CUTX-101, as well as progressing newborn
screening activities.
- In December 2021, Cyprium initiated
the rolling submission of an NDA to the FDA for CUTX-101, which is
ongoing and expected to be completed by the end of 2023.
- Cyprium will retain 100% ownership
over any FDA priority review voucher that may be issued at NDA
approval of CUTX-101.
- CUTX-101 was sourced by Fortress
and is currently in development at Cyprium.
CAEL-101 (Light Chain Fibril-reactive
Monoclonal Antibody for AL Amyloidosis)
- On October 5, 2021, AstraZeneca plc
(“AstraZeneca”) acquired Caelum Biosciences, Inc. (“Caelum”) for an
upfront payment of approximately $150 million paid to Caelum
shareholders, of which approximately $56.9 million was paid to
Fortress, net of Fortress’ $6.4 million portion of the $15 million,
24-month escrow holdback amount and other miscellaneous transaction
expenses. The agreement also provides for additional potential
payments to Caelum shareholders totaling up to $350 million,
payable upon the achievement of regulatory and commercial
milestones. Fortress is eligible to receive 42.4% of all potential
milestone payments, which, together with the upfront payment, would
total up to approximately $212 million.
- There are two ongoing Phase 3
studies of CAEL-101 for AL amyloidosis. (ClinicalTrials.gov
identifiers: NCT04512235 and NCT04504825).2
- AstraZeneca has estimated that it
expects the FDA to accept its BLA submission for review during
calendar year 2024.
- CAEL-101 (anselamimab) was sourced
by Fortress and was developed by Caelum (founded by Fortress) until
its acquisition by AstraZeneca in October 2021.
Triplex (Cytomegalovirus (“CMV”)
vaccine)
- We expect that the Phase 2 clinical
trial of Triplex for adults co-infected with HIV and CMV will
complete enrollment in the second half of 2023 with topline data
anticipated in 2024. The study aims to show potential reduction in
intensity of highly active antiretroviral therapy treatment, which
is used in up to 1.7 million treated HIV patients.
- Triplex received a grant from the
National Institute of Allergy and Infectious Diseases that could
provide over $20 million in non-dilutive funding. This will fund a
420 patient multi-center, placebo-controlled, randomized Phase 2
study of Triplex for control of CMV in patients undergoing liver
transplantation and is expected to begin enrollment this year. We
believe this data set could ultimately be used to support approval
of Triplex in this setting.
- Triplex is currently the subject of
three ongoing clinical trials including: pediatric patients
undergoing stem cell transplant; adults co-infected with CMV and
HIV; and in combination with a CAR T cell therapy for adults with
NHL.
- Triplex was sourced by Fortress and
is currently in development at our subsidiary, Helocyte, Inc.
AJ201
- In March 2023, we announced that
our partner company, Avenue Therapeutics, Inc. (Nasdaq: ATXI)
(“Avenue”), entered into an exclusive license agreement with AnnJi
Pharmaceutical Co., Ltd. for intellectual property related to
AJ201, a first-in-class clinical asset currently in a Phase 1b/2a
study in the U.S. for the treatment of spinal and bulbar muscular
atrophy, also known as Kennedy's Disease. Kennedy’s Disease is a
debilitating rare genetic neuromuscular disease primarily affecting
men. Although there is a range of cited prevalence rates in the
literature, a recent study used genetic analysis to estimate
disease prevalence of 1:6,887 males3.
- AJ201 was sourced by Fortress and
is currently in development at Avenue.
IV Tramadol
- In March 2023, Avenue participated
in a Type C meeting with the FDA to discuss the proposed study
protocol to assess the risk of respiratory depression related to
opioid stacking on IV Tramadol compared to IV morphine. The Type C
meeting minutes from the FDA indicate that the FDA and Avenue are
in agreement with a majority of the proposed protocol items and are
in active discussion about remaining open items. The minutes
indicate that the FDA also agrees that a successful study will
support the submission of a complete response to the second
Complete Response Letter for IV Tramadol pending final agreement on
a statistical analysis plan and a full review of the submitted data
in the complete response as well as concurrence from the Division
of Anesthesia, Analgesia and Addiction Products.
- IV Tramadol was
sourced by Fortress and is currently in development at Avenue.
In vivo CAR T Platform
Technology
- We continue to collaborate with the
Mayo Clinic to potentially revolutionize the delivery of CAR T in
patients. The technology has the potential to generate CAR T cells
within the patient’s body after two outpatient injections, without
the need for traditional ex vivo allogeneic or autologous CAR T
cell processing wait time and expense.
- We anticipate the publication of
proof-of-concept research from in vivo animal studies in 2023.
- The novel CAR T technology was
sourced by Fortress and is currently in development at Mustang
Bio.
Marketed Dermatology Products and
Product Candidates
- Journey Medical Corporation
(Nasdaq: DERM) (“Journey Medical”), our partner company, markets
prescription dermatology products.
- In January 2023, Journey Medical
completed enrollment in its DFD-29 Phase 3 clinical program for the
treatment of papulopustular rosacea and achieved the “Last Patient
Out” milestone in May 2023. Topline data from the DFD-29 Phase 3
clinical studies are expected in June of 2023. Journey Medical
plans to submit its NDA for DFD-29 in the second half of 2023, and
an FDA approval decision is anticipated in the second half of 2024.
- In the Phase 2 clinical trials,
DFD-29 (40mg) demonstrated nearly double the efficacy when compared
to Oraycea® (European equivalent of Oracea®) on both co-primary
endpoints. For the first co-primary endpoint, Investigator’s Global
Assessment (“IGA”) treatment success, Oraycea had a 33.33% IGA
treatment success rate, while DFD-29 achieved a 66.04% IGA
treatment success rate. For the second co-primary endpoint, the
change in total inflammatory lesion count, Oraycea had a 10.5
reduction in inflammatory lesions, while DFD-29 achieved a 19.2
reduction in inflammatory lesions.
- Journey Medical’s total product net
revenues were $12.2 million for the first quarter of 2023, compared
to first quarter 2022 total product net revenues of $20.8 million.
Compared to the prior year period, net sales were primarily
impacted by Targadox® generic competition and gross-to-net
deductions for Targadox and Ximino®, including returns and managed
care rebates. Higher unit sales were seen in Accutane®, Amzeeq®,
Zilxi® and Exelderm®, while Qbrexza® volume decreased but was
offset by pricing increases.
General Corporate:
Fortress
- In February 2023, Fortress
completed a registered direct offering priced at-the-market under
Nasdaq rules for total gross proceeds of approximately $13.9
million, and a concurrent private placement with investors in the
registered direct offering for the pro rata rights to acquire, in
the aggregate, securities exercisable into common stock in certain
future operating subsidiaries that consummate a specified corporate
development transaction within the next five years.
Financial Results:
To assist our stockholders in understanding our
company, we have prepared non-GAAP financial metrics for the three
months ended March 31, 2023 and 2022. These metrics exclude the
operations of our four public partner companies: Avenue,
Checkpoint, Journey Medical and Mustang Bio, as well as any
one-time, non-recurring, non-cash transactions. The goal in
providing these non-GAAP financial metrics is to highlight the
financial results of Fortress’ core operations, which comprise our
privately held development-stage entities, as well as our business
development and finance functions.
- As of March 31, 2023, Fortress’
consolidated cash, cash equivalents and restricted cash totaled
$154.9 million, compared to $181.0 million as of December 31, 2022,
a decrease of $26.1 million during the quarter.
- On a GAAP basis, Fortress’ net
revenue totaled $12.4 million for the first quarter of 2023, which
included $12.2 million in net revenue generated from our marketed
dermatology products. This compares to net revenue totaling $23.9
million for the first quarter of 2022, which included $20.8 million
in net revenue generated from our marketed dermatology
products.
- On a GAAP basis, consolidated
research and development expenses including license acquisitions
were $39.5 million for the first quarter of 2023, compared to $36.7
million for the first quarter of 2022. On a non-GAAP basis,
Fortress research and development expenses were $2.3 million for
the first quarter of 2023, compared to $2.8 million for first
quarter of 2022.
- On a GAAP basis, consolidated
selling, general and administrative expenses were $25.3 million for
the first quarter of 2023, compared to $26.3 million for the first
quarter of 2022. On a non-GAAP basis, Fortress selling, general and
administrative expenses were $7.0 million, for the first quarter of
2023, compared to $6.2 million for the first quarter of 2022.
- On a GAAP basis, consolidated net
loss attributable to common stockholders was $21.5 million, or
$0.21 per share, for the first quarter of 2023, compared to
consolidated net loss attributable to common stockholders of $15.8
million, or $0.18 per share for the first quarter of 2022.
- Fortress’ non-GAAP loss
attributable to common stockholders was $6.5 million, or $0.06 per
share, for the first quarter of 2023, compared to Fortress’
non-GAAP loss attributable to common stockholders of $5.7 million,
or $0.07 per share, for the first quarter of 2022.
Use of Non-GAAP Measures:In
addition to the GAAP financial measures as presented in our filings
with the Securities and Exchange Commission (“SEC”), including our
Form 10-Q to be filed on May 15, 2023, the Company, in this press
release, has included certain non-GAAP measurements. The non-GAAP
net loss attributable to common stockholders is defined by the
Company as GAAP net loss attributable to common stockholders, less
net losses attributable to common stockholders from our public
partner companies Avenue, Checkpoint, Journey Medical and Mustang
Bio (“public partner companies”), as well as our former subsidiary,
Caelum. In addition, the Company has also provided a Fortress
non-GAAP loss attributable to common stockholders which is a
modified EBITDA calculation that starts with the non-GAAP loss
attributable to common stockholders and removes stock-based
compensation expense, non-cash interest expense, amortization of
licenses and debt discount, changes in fair values of investment,
changes in fair value of derivative liability, and depreciation
expense. The Company also provides non-GAAP research and
development costs, defined as GAAP research and development costs,
less research and development costs of our public partner companies
and non-GAAP selling, general and administrative costs, defined as
GAAP selling, general and administrative costs, less selling,
general and administrative costs of our public partner
companies.
Management believes each of these non-GAAP
measures provide meaningful supplemental information regarding the
Company's performance because (i) it allows for greater
transparency with respect to key measures used by management in its
financial and operational decision-making; (ii) it excludes the
impact of non-cash or, when specified, non-recurring items that are
not directly attributable to the Company's core operating
performance and that may obscure trends in the Company's core
operating performance; and (iii) it is used by institutional
investors and the analyst community to help analyze the Company's
standalone results separate from the results of its public partner
companies. However, non-GAAP loss attributable to common
stockholders and any other non-GAAP financial measures should be
considered as a supplement to, and not as a substitute for, or
superior to, the corresponding measures calculated in accordance
with GAAP. Further, non-GAAP financial measures used by the Company
and the manner in which they are calculated may differ from the
non-GAAP financial measures or the calculations of the same
non-GAAP financial measures used by other companies, including the
Company's competitors.
The tables below provide a reconciliation from
GAAP to non-GAAP measures:
|
|
|
For the three months ended March 31, |
($ in thousands except for share and per share amounts) |
|
|
|
2023 |
|
|
2022 |
|
Net loss attributable to common stockholders |
|
|
$ |
(21,537 |
) |
$ |
(15,760 |
) |
Net loss attributable to common stockholders - Avenue1 |
|
|
|
(949 |
) |
|
(535 |
) |
Net loss attributable to common stockholders - Checkpoint2 |
|
|
|
(1,768 |
) |
|
(2,924 |
) |
Net loss attributable to common stockholders - Journey
Medical3 |
|
|
|
(5,733 |
) |
|
(817 |
) |
Net loss attributable to common stockholders - Mustang Bio4 |
|
|
|
(3,166 |
) |
|
(2,541 |
) |
Non-GAAP (loss) attributable to common
stockholders |
|
|
$ |
(9,921 |
) |
$ |
(8,943 |
) |
Stock based compensation |
|
|
|
2,870 |
|
|
2,782 |
|
Amortization of debt discount |
|
|
|
484 |
|
|
357 |
|
Depreciation |
|
|
|
93 |
|
|
100 |
|
Fortress non-GAAP (loss) income attributable to common
stockholders |
|
|
$ |
(6,474 |
) |
$ |
(5,705 |
) |
|
|
|
|
|
Per common share - basic and diluted: |
|
|
|
|
Net loss attributable to common stockholders (GAAP) |
|
|
$ |
(0.21 |
) |
$ |
(0.18 |
) |
Non-GAAP net loss attributable to common stockholders |
|
|
$ |
(0.10 |
) |
$ |
(0.10 |
) |
Fortress non-GAAP (loss) income attributable to common
stockholders |
|
|
$ |
(0.06 |
) |
$ |
(0.07 |
) |
Fortress non-GAAP (loss) income attributable to common stockholders
- diluted |
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding - basic and diluted |
|
|
|
101,885,648 |
|
|
86,255,142 |
|
- Avenue net loss for the three
months ended March 31, 2023 of $7.5 million net of non-controlling
interest ("NCI") of $6.4 million, Master Services Agreement ("MSA")
fee to Fortress of $0.1 million, and financing fee to Fortress of
$0.1 million; net loss for the three months ended March 31, 2022 of
$2.9 million, net of NCI of $2.4 million.
- Checkpoint net loss for the three
months ended March 31, 2023 of $10.5 million net of NCI of $8.4
million, MSA fee to Fortress of $0.1 million, and financing fee to
Fortress of $0.2 million; net loss for the three months ended March
31, 2022 of $16.8 million net of NCI of $13.6 million, MSA fee to
Fortress of $0.1 million, and financing fee to Fortress of $0.2
million.
- Journey Medical net loss for the
three months ended March 31, 2023 of $10.1 million net of NCI of
$4.4 million; net loss for the three months ended March 31, 2022 of
$1.4 million net of NCI of $0.5 million and tax expense recognized
on a stand-alone basis of $0.1 million.
- Mustang Bio net loss for the three
months ended March 31, 2023 of $16.7 million net of NCI of $13.3
million, Fortress MSA fee of $0.1 million, and Fortress financing
fee of $0.1 million; net loss for the three months ended March 31,
2022 of $19.8 million net of NCI of $16.2 million, MSA fee to
Fortress of $0.3 million and financing fee to Fortress of $0.8
million.
Reconciliation to non-GAAP research and
development costs and non-GAAP selling, general and administrative
costs:
|
For the three months ended March 31, |
($ in thousands) |
|
2023 |
|
|
|
2022 |
|
Research and development1 |
$ |
39,506 |
|
|
$ |
36,722 |
|
Less: |
|
|
|
Research and development - Avenue2 |
|
5,383 |
|
|
|
1,808 |
|
Research and development -
Checkpoint |
|
15,826 |
|
|
|
14,670 |
|
Research and development -
Journey Medical |
|
2,033 |
|
|
|
1,266 |
|
Research and development - Mustang Bio3 |
|
13,938 |
|
|
|
16,164 |
|
Non-GAAP research and development costs |
$ |
2,327 |
|
|
$ |
2,814 |
|
|
|
|
|
Selling, general and administrative |
$ |
25,341 |
|
|
$ |
26,270 |
|
Less: |
|
|
|
General and administrative - Avenue4 |
|
849 |
|
|
|
1,055 |
|
General and administrative - Checkpoint5 |
|
2,011 |
|
|
|
1,922 |
|
Selling, general and administrative - Journey Medical |
|
13,292 |
|
|
|
14,715 |
|
General and administrative - Mustang Bio6 |
|
2,150 |
|
|
|
2,402 |
|
Non-GAAP selling, general and administrative costs |
$ |
7,039 |
|
|
$ |
6,177 |
|
- Includes Research and development
expense and Research and development - licenses acquired expense
for the periods presented.
- Excludes $0.1 million of Fortress
MSA expense payable to Fortress for the three months ended March
31, 2023.
- Excludes $0.1 million of Fortress
MSA expense payable to Fortress for the each of the three months
ended March 31, 2023 and 2022, respectively.
- Excludes $0.1 million of Fortress
MSA expense and $0.1 million financing fee payable to Fortress for
the three months ended March 31, 2023.
- Excludes $0.1 million of Fortress
MSA expense and $0.2 million Fortress financing fee for the three
months ended March 31, 2023; and excludes $0.1 million of Fortress
MSA expense and $0.2 million Fortress financing fee for the three
months ended March 31, 2022.
- Excludes $0.1 million of Fortress
MSA expense and $0.1 million Fortress financing fee for the three
months ended March 31, 2023; and $0.1 million of Fortress MSA
expense and $0.9 million Fortress financing fee for the three
months ended March 31, 2022.
About Fortress Biotech Fortress
Biotech, Inc. (“Fortress”) is an innovative biopharmaceutical
company focused on acquiring, developing and commercializing
high-potential marketed and development-stage drugs and drug
candidates. The company has eight marketed prescription
pharmaceutical products and over 30 programs in development at
Fortress, at its majority-owned and majority-controlled partners
and subsidiaries and at partners and subsidiaries it founded and in
which it holds significant minority ownership positions. Such
product candidates span six large-market areas, including oncology,
rare diseases and gene therapy, which allow it to create value for
shareholders. Fortress advances its diversified pipeline through a
streamlined operating structure that fosters efficient drug
development. The Fortress model is driven by a world-class business
development team that is focused on leveraging its significant
biopharmaceutical industry expertise to further expand the
company’s portfolio of product opportunities. Fortress has
established partnerships with some of the world’s leading academic
research institutions and biopharmaceutical companies to maximize
each opportunity to its full potential, including AstraZeneca, City
of Hope, Fred Hutchinson Cancer Center, St. Jude Children’s
Research Hospital, Nationwide Children’s Hospital and Sentynl. For
more information, visit www.fortressbiotech.com.
Forward-Looking StatementsThis
press release may contain “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934, as amended. As used
below and throughout this press release, the words “we”, “us” and
“our” may refer to Fortress individually or together with one or
more partner companies, as dictated by context. Such statements
include, but are not limited to, any statements relating to our
growth strategy and product development programs, ability to
generate shareholder value, ability of our products to receive
necessary approvals, including FDA approval, ability of our
products and therapies to help patients and any other statements
that are not historical facts. Forward-looking statements are based
on management’s current expectations and are subject to risks and
uncertainties that could negatively affect our business, operating
results, financial condition and stock price. Factors that could
cause actual results to differ materially from those currently
anticipated include, risks relating to: our growth strategy;
financing and strategic agreements and relationships; our need for
substantial additional funds and uncertainty relating to
financings; our ability to identify, acquire, close and integrate
product candidates successfully and on a timely basis; our ability
to attract, integrate and retain key personnel; the early stage of
products under development; the results of research and development
activities; uncertainties relating to preclinical and clinical
testing; risks relating to the timing of starting and completing
clinical trials; the ability to secure and maintain third-party
manufacturing, marketing and distribution of our and our partner
companies’ products and product candidates; government regulation;
patent and intellectual property matters; competition; as well as
other risks described in our SEC filings. We expressly disclaim any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in our expectations or any changes in events,
conditions or circumstances on which any such statement is based,
except as may be required by law, and we claim the protection of
the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. The information
contained herein is intended to be reviewed in its totality, and
any stipulations, conditions or provisos that apply to a given
piece of information in one part of this press release should be
read as applying mutatis mutandis to every other instance of such
information appearing herein.
Company Contact:Jaclyn JaffeFortress Biotech,
Inc.(781) 652-4500ir@fortressbiotech.com
Media Relations Contact:Tony Plohoros6
Degrees(908) 591-2839tplohoros@6degreespr.com
|
|
FORTRESS BIOTECH, INC. AND SUBSIDIARIES |
Unaudited Condensed Consolidated Balance
Sheets |
($ in thousands except for share and per share
amounts) |
|
|
|
|
|
|
|
March 31, |
|
December 31, |
|
2023 |
|
2022 |
|
|
|
|
|
ASSETS |
|
|
|
|
|
Current assets |
|
|
|
|
|
Cash and cash equivalents |
$ |
152,483 |
|
|
$ |
178,266 |
|
Accounts receivable, net |
|
27,616 |
|
|
|
28,208 |
|
Inventory |
|
13,278 |
|
|
|
14,159 |
|
Other receivables - related party |
|
636 |
|
|
|
138 |
|
Prepaid expenses and other current assets |
|
8,368 |
|
|
|
9,661 |
|
Total current assets |
|
202,381 |
|
|
|
230,432 |
|
|
|
|
|
|
|
Property, plant and equipment,
net |
|
12,194 |
|
|
|
13,020 |
|
Operating lease right-of-use
asset, net |
|
19,467 |
|
|
|
19,991 |
|
Restricted cash |
|
2,438 |
|
|
|
2,688 |
|
Intangible asset, net |
|
26,128 |
|
|
|
27,197 |
|
Other assets |
|
943 |
|
|
|
973 |
|
Total
assets |
$ |
263,551 |
|
|
$ |
294,301 |
|
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Accounts payable and accrued expenses |
$ |
105,419 |
|
|
$ |
97,446 |
|
Deferred revenue |
|
547 |
|
|
|
728 |
|
Income taxes payable |
|
722 |
|
|
|
722 |
|
Common stock warrant liabilities |
|
9,459 |
|
|
|
13,869 |
|
Operating lease liabilities, short-term |
|
2,515 |
|
|
|
2,447 |
|
Partner company term loan, short-term, net |
|
2,318 |
|
|
|
— |
|
Partner company convertible preferred shares, short-term, net |
|
2,937 |
|
|
|
2,052 |
|
Partner company line of credit |
|
3,000 |
|
|
|
2,948 |
|
Partner company installment payments - licenses, short-term,
net |
|
2,288 |
|
|
|
7,235 |
|
Other short-term liabilities |
|
268 |
|
|
|
268 |
|
Total current liabilities |
|
129,473 |
|
|
|
127,715 |
|
|
|
|
|
|
|
Notes payable, long-term,
net |
|
89,996 |
|
|
|
91,730 |
|
Operating lease liabilities,
long-term |
|
21,026 |
|
|
|
21,572 |
|
Partner company installment
payments - licenses, long-term, net |
|
1,450 |
|
|
|
1,412 |
|
Other long-term
liabilities |
|
1,800 |
|
|
|
1,847 |
|
Total
liabilities |
|
243,745 |
|
|
|
244,276 |
|
|
|
|
|
|
|
Commitments and
contingencies |
|
|
|
|
|
|
|
|
|
|
|
Stockholders’
equity |
|
|
|
|
|
Cumulative redeemable
perpetual preferred stock, $0.001 par value, 15,000,000 authorized,
5,000,000 designated Series A shares, 3,427,138 shares issued and
outstanding as of March 31, 2023 and
December 31, 2022, respectively, liquidation value of
$25.00 per share |
|
3 |
|
|
|
3 |
|
Common stock, $0.001 par
value, 200,000,000 shares authorized, 130,417,161 and 110,494,245
shares issued and outstanding as of March 31, 2023 and
December 31, 2022, respectively |
|
130 |
|
|
|
110 |
|
Additional
paid-in-capital |
|
693,433 |
|
|
|
675,841 |
|
Accumulated deficit |
|
(655,770 |
) |
|
|
(634,233 |
) |
Total stockholders' equity
attributed to the Company |
|
37,796 |
|
|
|
41,721 |
|
|
|
|
|
|
|
Non-controlling interests |
|
(17,990 |
) |
|
|
8,304 |
|
Total stockholders'
equity |
|
19,806 |
|
|
|
50,025 |
|
Total liabilities and
stockholders' equity |
$ |
263,551 |
|
|
$ |
294,301 |
|
|
FORTRESS
BIOTECH, INC. AND SUBSIDIARIES |
Unaudited
Condensed Consolidated Statements of Operations |
($ in
thousands except for share and per share amounts) |
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
2023 |
|
2022 |
Revenue |
|
|
|
|
|
Product revenue, net |
$ |
12,165 |
|
|
$ |
20,796 |
|
Collaboration revenue |
|
181 |
|
|
|
577 |
|
Revenue - related party |
|
35 |
|
|
|
52 |
|
Other revenue |
|
48 |
|
|
|
2,500 |
|
Net revenue |
|
12,429 |
|
|
|
23,925 |
|
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
|
Cost of goods sold - product revenue |
|
6,449 |
|
|
|
8,203 |
|
Research and development |
|
35,276 |
|
|
|
36,722 |
|
Research and development - licenses acquired |
|
4,230 |
|
|
|
— |
|
Selling, general and administrative |
|
25,341 |
|
|
|
26,270 |
|
Total operating expenses |
|
71,296 |
|
|
|
71,195 |
|
Loss from operations |
|
(58,867 |
) |
|
|
(47,270 |
) |
|
|
|
|
|
|
Other income (expense) |
|
|
|
|
|
Interest income |
|
1,036 |
|
|
|
142 |
|
Interest expense and financing fee |
|
(4,296 |
) |
|
|
(2,350 |
) |
Foreign exchange loss |
|
(47 |
) |
|
|
— |
|
Change in fair value of warrant liabilities |
|
6,678 |
|
|
|
— |
|
Grant income |
|
351 |
|
|
|
— |
|
Total other income
(expense) |
|
3,722 |
|
|
|
(2,208 |
) |
Net loss |
|
(55,145 |
) |
|
|
(49,478 |
) |
|
|
|
|
|
|
Net loss attributable to
non-controlling interests |
|
33,608 |
|
|
|
33,718 |
|
Net loss attributable
to common stockholders |
$ |
(21,537 |
) |
|
$ |
(15,760 |
) |
|
|
|
|
|
|
Net loss per common share
attributable to common stockholders - basic and diluted |
$ |
(0.21 |
) |
|
$ |
(0.18 |
) |
|
|
|
|
|
|
Weighted average common shares
outstanding - basic and diluted |
|
101,885,648 |
|
|
|
86,255,142 |
|
1 The development programs depicted in this press release
include product candidates in development at Fortress, at Fortress’
private subsidiaries (referred to herein as “subsidiaries”), at
Fortress’ public subsidiaries (referred to herein as “partner
companies”) and at entities with which one of the foregoing parties
has a significant business relationship, such as an exclusive
license or an ongoing product-related payment obligation (such
entities referred to herein as “partners”). The words “we”, “us”
and “our” may refer to Fortress individually, to one or more of our
subsidiaries and/or partner companies, or to all such entities as a
group, as dictated by context.2 Information on clinicaltrials.gov
does not constitute part of this release.3 M. Zanovello et al.,
Unexpected frequency of the pathogenic ARCAG repeat 2 expansion in
the general population. Brain, in press (2023).
Checkpoint Therapeutics (NASDAQ:CKPT)
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