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Delaware
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94-3229046
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(STATE OR OTHER JURISDICTION OF
INCORPORATION OR ORGANIZATION)
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(I.R.S. EMPLOYER IDENTIFICATION NUMBER)
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Title of each class:
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Trading Symbol(s):
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Name of each exchange on which registered:
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Common Stock, $0.0001 par value
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ASRT
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The Nasdaq Stock Market LLC
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Large accelerated filer
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☐
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Accelerated filer
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☒
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 6.
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March 31, 2020
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December 31, 2019
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||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
105,973
|
|
|
$
|
42,107
|
|
Accounts receivable, net
|
12,952
|
|
|
42,744
|
|
||
Inventories, net
|
518
|
|
|
3,412
|
|
||
Consideration receivable from sale of Gralise
|
50,019
|
|
|
—
|
|
||
Prepaid and other current assets
|
10,651
|
|
|
15,688
|
|
||
Total current assets
|
180,113
|
|
|
103,951
|
|
||
Property and equipment, net
|
3,233
|
|
|
3,497
|
|
||
Intangible assets, net
|
23,671
|
|
|
400,535
|
|
||
Investments, net
|
8,132
|
|
|
13,064
|
|
||
Other long-term assets
|
4,125
|
|
|
6,123
|
|
||
Total assets
|
$
|
219,274
|
|
|
$
|
527,170
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
4,982
|
|
|
$
|
16,193
|
|
Accrued rebates, returns and discounts
|
32,359
|
|
|
58,943
|
|
||
Accrued liabilities
|
24,716
|
|
|
18,948
|
|
||
Senior Notes, current portion
|
—
|
|
|
80,000
|
|
||
Convertible Notes, current portion
|
57,866
|
|
|
—
|
|
||
Interest payable
|
304
|
|
|
8,375
|
|
||
Other current liabilities
|
2,066
|
|
|
2,094
|
|
||
Total current liabilities
|
122,293
|
|
|
184,553
|
|
||
Senior Notes
|
—
|
|
|
76,443
|
|
||
Convertible Notes
|
—
|
|
|
194,815
|
|
||
Other long-term liabilities
|
12,944
|
|
|
13,401
|
|
||
Total liabilities
|
135,237
|
|
|
469,212
|
|
||
Commitments and contingencies
|
|
|
|
||||
Shareholders’ equity:
|
|
|
|
||||
Common stock
|
8
|
|
|
8
|
|
||
Additional paid-in capital
|
442,600
|
|
|
457,751
|
|
||
Accumulated deficit
|
(358,571
|
)
|
|
(399,801
|
)
|
||
Total shareholders’ equity
|
84,037
|
|
|
57,958
|
|
||
Total liabilities and shareholders' equity
|
$
|
219,274
|
|
|
$
|
527,170
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Revenues:
|
|
|
|
||||
Product sales, net
|
$
|
9,252
|
|
|
$
|
26,450
|
|
Commercialization agreement, net
|
11,258
|
|
|
30,856
|
|
||
Royalties and milestones
|
407
|
|
|
623
|
|
||
Total revenues
|
20,917
|
|
|
57,929
|
|
||
Costs and expenses:
|
|
|
|
||||
Cost of sales (excluding amortization of intangible assets)
|
1,399
|
|
|
2,575
|
|
||
Research and development expenses
|
1,041
|
|
|
1,793
|
|
||
Selling, general and administrative expenses
|
27,314
|
|
|
25,045
|
|
||
Amortization of intangible assets
|
7,795
|
|
|
25,444
|
|
||
Total costs and expenses
|
37,549
|
|
|
54,857
|
|
||
(Loss) income from operations
|
(16,632
|
)
|
|
3,072
|
|
||
Other income (expense):
|
|
|
|
||||
Gain on sale of Gralise
|
127,505
|
|
|
—
|
|
||
Loss on extinguishment of convertible notes
|
(31,608
|
)
|
|
—
|
|
||
Loss on sale of NUCYNTA
|
(15,755
|
)
|
|
—
|
|
||
Interest expense
|
(8,674
|
)
|
|
(16,554
|
)
|
||
Loss on prepayment of Senior Notes
|
(8,233
|
)
|
|
—
|
|
||
Other
|
(3,325
|
)
|
|
(609
|
)
|
||
Total other income (expense)
|
59,910
|
|
|
(17,163
|
)
|
||
Net income (loss) before income taxes
|
43,278
|
|
|
(14,091
|
)
|
||
Income tax expense
|
(2,048
|
)
|
|
(210
|
)
|
||
Net income (loss) and Comprehensive income (loss)
|
$
|
41,230
|
|
|
$
|
(14,301
|
)
|
|
|
|
|
||||
Basic net income (loss) per share
|
$
|
0.58
|
|
|
$
|
(0.22
|
)
|
Diluted net income (loss) per share
|
$
|
0.58
|
|
|
$
|
(0.22
|
)
|
Shares used in computing basic net income (loss) per share
|
70,940
|
|
|
64,239
|
|
||
Shares used in computing diluted net income (loss) per share
|
71,051
|
|
|
64,239
|
|
|
Common Stock
|
|
Additional
Paid-In Capital |
|
Accumulated
Earnings (Deficit) |
|
Accumulated
Other Comprehensive Loss |
|
Shareholders’
Equity |
|||||||||||||
|
Shares
|
|
Amount
|
|
|
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|
|||||||||||||||
Balances at December 31, 2018
|
64,185
|
|
|
$
|
6
|
|
|
$
|
402,934
|
|
|
$
|
(182,600
|
)
|
|
$
|
(5
|
)
|
|
$
|
220,335
|
|
Issuance of common stock upon exercise of options
|
14
|
|
|
—
|
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|||||
Issuance of common stock in conjunction with vesting of restricted stock units
|
132
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
2,702
|
|
|
—
|
|
|
—
|
|
|
2,702
|
|
|||||
Shares withheld for payment of employee's withholding tax liability
|
—
|
|
|
—
|
|
|
(216
|
)
|
|
—
|
|
|
—
|
|
|
(216
|
)
|
|||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,301
|
)
|
|
—
|
|
|
(14,301
|
)
|
|||||
Balances at March 31, 2019
|
64,331
|
|
|
$
|
6
|
|
|
$
|
405,445
|
|
|
$
|
(196,901
|
)
|
|
$
|
(5
|
)
|
|
$
|
208,545
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balances at December 31, 2019
|
80,888
|
|
|
$
|
8
|
|
|
$
|
457,751
|
|
|
$
|
(399,801
|
)
|
|
$
|
—
|
|
|
$
|
57,958
|
|
Issuance of common stock in conjunction with vesting of restricted stock units
|
434
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Reacquisition of equity component of 2021 Notes and 2024 Notes
|
—
|
|
|
—
|
|
|
(16,814
|
)
|
|
—
|
|
|
—
|
|
|
(16,814
|
)
|
|||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
1,934
|
|
|
—
|
|
|
—
|
|
|
1,934
|
|
|||||
Shares withheld for payment of employee's withholding tax liability
|
—
|
|
|
—
|
|
|
(271
|
)
|
|
—
|
|
|
—
|
|
|
(271
|
)
|
|||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
41,230
|
|
|
—
|
|
|
41,230
|
|
|||||
Balances at March 31, 2020
|
81,322
|
|
|
$
|
8
|
|
|
$
|
442,600
|
|
|
$
|
(358,571
|
)
|
|
$
|
—
|
|
|
$
|
84,037
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Operating Activities
|
|
|
|
||||
Net income (loss)
|
$
|
41,230
|
|
|
$
|
(14,301
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
|
|
|
|
||||
Gain on sale of Gralise
|
(127,500
|
)
|
|
—
|
|
||
Loss on extinguishment of convertible notes
|
31,608
|
|
|
—
|
|
||
Loss on prepayment of Senior Notes
|
8,233
|
|
|
—
|
|
||
Depreciation and amortization
|
8,068
|
|
|
25,990
|
|
||
Loss on sale of NUCYNTA
|
15,755
|
|
|
—
|
|
||
Accretion of debt discount and debt issuance costs
|
5,387
|
|
|
6,164
|
|
||
Recurring fair value measurement of assets and liabilities
|
3,147
|
|
|
28
|
|
||
Stock-based compensation
|
1,934
|
|
|
2,702
|
|
||
Provision for inventory and other assets
|
1,554
|
|
|
359
|
|
||
Other
|
(14
|
)
|
|
1,297
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
29,792
|
|
|
(6,278
|
)
|
||
Inventories
|
(2,381
|
)
|
|
(40
|
)
|
||
Prepaid and other assets
|
3,289
|
|
|
30,592
|
|
||
Accounts payable and other accrued liabilities
|
(10,510
|
)
|
|
(12,361
|
)
|
||
Accrued rebates, returns and discounts
|
(26,584
|
)
|
|
(4,105
|
)
|
||
Interest payable
|
(8,071
|
)
|
|
(2,852
|
)
|
||
Net cash (used in) provided by operating activities
|
(25,063
|
)
|
|
27,195
|
|
||
Investing Activities
|
|
|
|
||||
Purchases of property and equipment
|
(9
|
)
|
|
(13
|
)
|
||
Proceeds from sale of NUCYNTA
|
367,958
|
|
|
—
|
|
||
Proceeds from sale of Gralise
|
81,087
|
|
|
—
|
|
||
Net cash provided by (used in) investing activities
|
449,036
|
|
|
(13
|
)
|
||
Financing Activities
|
|
|
|
||||
Payments in connection with Senior Note prepayment
|
(171,775
|
)
|
|
(28,249
|
)
|
||
Payments in connection with convertible note extinguishment
|
(188,060
|
)
|
|
—
|
|
||
Proceeds from issuance of common stock
|
—
|
|
|
25
|
|
||
Shares withheld for payment of employee's withholding tax liability
|
(272
|
)
|
|
(216
|
)
|
||
Net cash used in financing activities
|
(360,107
|
)
|
|
(28,440
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
63,866
|
|
|
(1,258
|
)
|
||
Cash and cash equivalents at beginning of year
|
42,107
|
|
|
110,949
|
|
||
Cash and cash equivalents at end of period
|
$
|
105,973
|
|
|
$
|
109,691
|
|
|
|
|
|
||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
||||
Net cash paid for income taxes
|
$
|
100
|
|
|
$
|
—
|
|
Cash paid for interest
|
$
|
10,842
|
|
|
$
|
13,213
|
|
Capital expenditures incurred but not yet paid
|
$
|
—
|
|
|
$
|
130
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Product sales, net
|
|
|
|
|
||||
CAMBIA
|
|
$
|
6,274
|
|
|
$
|
8,808
|
|
Zipsor
|
|
2,331
|
|
|
4,231
|
|
||
Gralise
|
|
547
|
|
|
13,278
|
|
||
Total neurology product sales, net
|
|
9,152
|
|
|
26,317
|
|
||
NUCYNTA and Lazanda product sales adjustments
|
|
100
|
|
|
133
|
|
||
Total product sales, net
|
|
9,252
|
|
|
26,450
|
|
||
Commercialization agreement, net
|
|
11,258
|
|
|
30,856
|
|
||
Royalties and milestone revenue
|
|
407
|
|
|
623
|
|
||
Total revenues
|
|
$
|
20,917
|
|
|
$
|
57,929
|
|
|
Balance as of
|
|
|
|
|
|
Balance as of
|
||||
|
December 31, 2019
|
|
Additions
|
|
Deductions
|
|
March 31,
2020 |
||||
Contract asset - Collegium, net
|
1,896
|
|
|
—
|
|
|
(1,896
|
)
|
|
—
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Receivables related to product sales, net
|
$
|
12,427
|
|
|
$
|
38,353
|
|
Receivables from Collegium
|
—
|
|
|
4,104
|
|
||
Other
|
525
|
|
|
287
|
|
||
Total accounts receivable, net
|
$
|
12,952
|
|
|
$
|
42,744
|
|
|
March 31,
2020 |
|
December 31, 2019
|
||||
Raw materials
|
$
|
29
|
|
|
$
|
1,065
|
|
Work-in-process
|
153
|
|
|
426
|
|
||
Finished goods
|
336
|
|
|
1,921
|
|
||
Total
|
$
|
518
|
|
|
$
|
3,412
|
|
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||||||||||||||||||||
Product rights
|
|
Remaining Useful Life (In years)
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Disposition
|
|
Net Book Value
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Impairment
|
|
Net Book Value
|
||||||||||||||||
NUCYNTA
|
|
—
|
|
$
|
830,188
|
|
|
$
|
(461,119
|
)
|
|
$
|
(369,069
|
)
|
|
$
|
—
|
|
|
$
|
1,019,978
|
|
|
$
|
(455,192
|
)
|
|
$
|
(189,790
|
)
|
|
$
|
374,996
|
|
CAMBIA
|
|
3.7
|
|
51,360
|
|
|
(32,311
|
)
|
|
—
|
|
|
19,049
|
|
|
51,360
|
|
|
(31,027
|
)
|
|
—
|
|
|
20,333
|
|
||||||||
Zipsor
|
|
2.0
|
|
27,250
|
|
|
(22,628
|
)
|
|
—
|
|
|
4,622
|
|
|
27,250
|
|
|
(22,044
|
)
|
|
—
|
|
|
5,206
|
|
||||||||
Total
|
|
|
|
$
|
908,798
|
|
|
$
|
(516,058
|
)
|
|
$
|
(369,069
|
)
|
|
$
|
23,671
|
|
|
$
|
1,098,588
|
|
|
$
|
(508,263
|
)
|
|
$
|
(189,790
|
)
|
|
$
|
400,535
|
|
Year Ending December 31,
|
|
Estimated Amortization Expense
|
||
2020 (remainder)
|
|
$
|
5,605
|
|
2021
|
|
7,473
|
|
|
2022
|
|
5,668
|
|
|
Thereafter
|
|
4,925
|
|
|
Total
|
|
$
|
23,671
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Accrued compensation
|
$
|
4,913
|
|
|
$
|
6,188
|
|
Accrued consent fees
|
4,500
|
|
|
—
|
|
||
Accrued taxes payable
|
2,241
|
|
|
295
|
|
||
Accrued restructuring costs
|
1,332
|
|
|
3,763
|
|
||
Other accrued liabilities
|
11,730
|
|
|
8,702
|
|
||
Total accrued liabilities
|
$
|
24,716
|
|
|
$
|
18,948
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Cost of sales
|
$
|
23
|
|
|
$
|
—
|
|
Research and development expense
|
163
|
|
|
273
|
|
||
Selling, general and administrative expense
|
1,748
|
|
|
2,429
|
|
||
Restructuring
|
—
|
|
|
—
|
|
||
Total
|
$
|
1,934
|
|
|
$
|
2,702
|
|
|
|
December 31,
2019 |
||
Principal amount of the Senior Notes
|
|
$
|
162,500
|
|
Unamortized debt discount balance
|
|
(4,035
|
)
|
|
Unamortized debt issuance costs
|
|
(2,022
|
)
|
|
Total Senior Notes
|
|
$
|
156,443
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Contractual interest expense
|
$
|
1,648
|
|
|
$
|
8,206
|
|
Amortization of debt discount and debt issuance costs
|
2,699
|
|
|
1,357
|
|
||
Total interest expense Senior Notes
|
$
|
4,347
|
|
|
$
|
9,563
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Principal amount of the 2021 Notes
|
$
|
42,465
|
|
|
$
|
145,000
|
|
Unamortized discount of the liability component
|
(3,767
|
)
|
|
(14,963
|
)
|
||
Unamortized debt issuance costs
|
(184
|
)
|
|
(725
|
)
|
||
Total 2021 Notes
|
$
|
38,514
|
|
|
$
|
129,312
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Stated coupon interest
|
$
|
607
|
|
|
$
|
2,156
|
|
Amortization of debt discount and debt issuance costs
|
1,469
|
|
|
4,807
|
|
||
Total interest expense 2021 Notes
|
$
|
2,076
|
|
|
$
|
6,963
|
|
|
March 31,
2020 |
|
December 31, 2019
|
||||
Principal amount of the 2024 Notes
|
$
|
34,522
|
|
|
$
|
120,000
|
|
Unamortized discount of the liability component
|
(14,373
|
)
|
|
(51,701
|
)
|
||
Unamortized debt issuance costs
|
(797
|
)
|
|
(2,796
|
)
|
||
Total 2024 Notes
|
$
|
19,352
|
|
|
$
|
65,503
|
|
|
Three Months Ended March 31, 2020
|
||
Stated coupon interest
|
$
|
1,047
|
|
Amortization of debt discount and debt issuance costs
|
1,219
|
|
|
Total interest expense 2024 Notes
|
$
|
2,266
|
|
|
|
|
Three Months Ended March 31,
|
||||||
|
Financial Statement Classification
|
|
2020
|
|
2019
|
||||
Operating lease cost
|
Selling, general and administrative expenses
|
|
$
|
157
|
|
|
$
|
187
|
|
Operating lease cost
|
Other
|
|
148
|
|
|
148
|
|
||
Total lease cost
|
|
|
$
|
305
|
|
|
$
|
335
|
|
|
|
|
|
|
|
||||
Sublease Income
|
Other
|
|
$
|
347
|
|
|
$
|
362
|
|
|
Employee compensation costs
|
||
Balance at December 31, 2019
|
$
|
3,763
|
|
Cash paid
|
(2,431
|
)
|
|
Balance at March 31, 2020
|
$
|
1,332
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Basic net income (loss) per share
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
41,230
|
|
|
$
|
(14,301
|
)
|
Weighted average common shares outstanding
|
|
70,940
|
|
|
64,239
|
|
||
Basic net income (loss) per share
|
|
$
|
0.58
|
|
|
$
|
(0.22
|
)
|
|
|
|
|
|
||||
Diluted net income (loss) per share
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
41,230
|
|
|
$
|
(14,301
|
)
|
Weighted average common shares outstanding
|
|
70,940
|
|
|
64,239
|
|
||
Add: effect of dilutive stock options, awards, and equivalents
|
|
111
|
|
|
—
|
|
||
Denominator for diluted income (loss) per share
|
|
71,051
|
|
|
64,239
|
|
||
Diluted net income (loss) per share
|
|
$
|
0.58
|
|
|
$
|
(0.22
|
)
|
|
|
Three Months Ended March 31,
|
||||
|
|
2020
|
|
2019
|
||
2.5% Convertible Notes debt 2021
|
|
5,111
|
|
|
17,931
|
|
5.0% Convertible Notes debt 2024
|
|
26,248
|
|
|
—
|
|
Stock options, awards and equivalents
|
|
7,144
|
|
|
6,103
|
|
Total potentially dilutive common shares
|
|
38,503
|
|
|
24,034
|
|
•
|
Level 1: Quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
|
•
|
Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
|
March 31, 2020
|
|
Financial Statement Classification
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Collegium warrants
|
|
Investments, net
|
|
$
|
—
|
|
|
$
|
6,483
|
|
|
$
|
—
|
|
|
$
|
6,483
|
|
Total
|
|
|
|
$
|
—
|
|
|
$
|
6,483
|
|
|
$
|
—
|
|
|
$
|
6,483
|
|
December 31, 2019
|
|
Financial Statement Classification
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Collegium warrants
|
|
Investments, net
|
|
$
|
—
|
|
|
$
|
9,629
|
|
|
$
|
—
|
|
|
$
|
9,629
|
|
Total
|
|
|
|
$
|
—
|
|
|
$
|
9,629
|
|
|
$
|
—
|
|
|
$
|
9,629
|
|
•
|
the potential impacts of the ongoing COVID-19 pandemic on the Company’s liquidity, capital resources, operations and business and those of the third parties on which it relies, including suppliers and distributors;
|
•
|
our ability to successfully pursue business development, strategic partnerships, and investment opportunities to build and grow for the future;
|
•
|
the commercial success and market acceptance of our products;
|
•
|
the outcome of our opioid-related investigations, our opioid-related litigation brought by state and local governmental entities and private parties, and our insurance, antitrust and other litigation, and the costs and expenses associated therewith;
|
•
|
any additional patent infringement or other litigation, investigation or proceeding that may be instituted related to us or any of our products, product candidates or products we may acquire;
|
•
|
our ability to generate sufficient cash flow from our business to make payments on our indebtedness, our ability to restructure or refinance our indebtedness and our compliance with the terms and conditions of the agreements governing our indebtedness;
|
•
|
our common stock regaining compliance with Nasdaq’s minimum closing bid requirement of at least $1.00 per share;
|
•
|
our and our collaborative partners’ compliance or non-compliance with legal and regulatory requirements related to the development or promotion of pharmaceutical products in the U.S.;
|
•
|
our plans to acquire, in-license or co-promote other products, and/or acquire companies;
|
•
|
the timing and results of our and our collaborative partners’ research and development efforts including clinical studies relating to our and our collaborative partners’ product candidates;
|
•
|
our ability to raise additional capital, if necessary;
|
•
|
our ability to successfully develop and execute our sales and marketing strategies;
|
•
|
variations in revenues obtained from commercialization and collaborative agreements, including contingent milestone payments, royalties, license fees and other contract revenues, including non-recurring revenues, and the accounting treatment with respect thereto;
|
•
|
our collaborative partners’ compliance or non-compliance with obligations under our collaboration agreements; and
|
•
|
our ability to attract and retain key executive leadership.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Product sales, net
|
|
|
|
|
||||
CAMBIA
|
|
$
|
6,274
|
|
|
$
|
8,808
|
|
Zipsor
|
|
2,331
|
|
|
4,231
|
|
||
Gralise (1)
|
|
547
|
|
|
13,278
|
|
||
Total neurology product sales, net
|
|
9,152
|
|
|
26,317
|
|
||
NUCYNTA and Lazanda product sales adjustments (2)
|
|
100
|
|
|
133
|
|
||
Total product sales, net
|
|
9,252
|
|
|
26,450
|
|
||
Commercialization agreement, net
|
|
11,258
|
|
|
30,856
|
|
||
Royalties and milestone revenue
|
|
407
|
|
|
623
|
|
||
Total revenues
|
|
$
|
20,917
|
|
|
$
|
57,929
|
|
(1)
|
On January 10, 2020, the Company completed the sale of Gralise to Alvogen.
|
(2)
|
In 2017 we granted Collegium the rights to commercialize our NUCYNTA franchise in the US. On February 13, 2020 we completed the sale of NUCYNTA to Collegium. We divested Lazanda in November 2017. We continue to recognize sales reserve estimate adjustments related to sales recognized for NUCYNTA and Lazanda in prior periods.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Royalty revenue
|
|
$
|
13,071
|
|
|
$
|
32,098
|
|
Contract liability amortization (1)
|
|
237
|
|
|
688
|
|
||
Contract asset amortization, net (1)
|
|
(1,846
|
)
|
|
(887
|
)
|
||
Third-party royalty, net
|
|
—
|
|
|
(1043
|
)
|
||
Expense reimbursement (1)
|
|
(204
|
)
|
|
—
|
|
||
Total commercialization revenue
|
|
$
|
11,258
|
|
|
$
|
30,856
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Amortization of intangible assets - NUCYNTA
|
|
5,927
|
|
|
23,575
|
|
||
Amortization of intangible assets - CAMBIA
|
|
1,284
|
|
|
1,284
|
|
||
Amortization of intangible assets - Zipsor
|
|
584
|
|
|
585
|
|
||
Total
|
|
$
|
7,795
|
|
|
$
|
25,444
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Gain on sale of Gralise
|
|
$
|
127,505
|
|
|
$
|
—
|
|
Loss on extinguishment of convertible notes
|
|
(31,608
|
)
|
|
—
|
|
||
Loss on sale of NUCYNTA
|
|
(15,755
|
)
|
|
—
|
|
||
Interest expense
|
|
(8,674
|
)
|
|
(16,554
|
)
|
||
Loss on prepayment of Senior Notes
|
|
(8,233
|
)
|
|
—
|
|
||
Change in fair value of Collegium warrants
|
|
(3,146
|
)
|
|
(1,629
|
)
|
||
Other
|
|
(179
|
)
|
|
1,020
|
|
||
Total other income (expense)
|
|
$
|
59,910
|
|
|
$
|
(17,163
|
)
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Interest payable on Senior Notes
|
|
$
|
1,648
|
|
|
$
|
8,206
|
|
Interest payable on Convertible Notes
|
|
1,654
|
|
|
2,156
|
|
||
Amortization of debt discounts and issuance costs relating to Senior Notes and Convertible Notes
|
|
5,387
|
|
|
6,164
|
|
||
Other
|
|
(15
|
)
|
|
28
|
|
||
Total interest expense
|
|
$
|
8,674
|
|
|
$
|
16,554
|
|
•
|
acquisitions or licenses of complementary businesses, products, technologies or companies;
|
•
|
sales of our marketed products;
|
•
|
expenditures related to our commercialization of our products;
|
•
|
milestone and royalty revenue we receive under our collaborative development arrangements;
|
•
|
interest and principal payments on our current and future indebtedness;
|
•
|
financial terms of definitive license agreements or other commercial agreements we may enter into
|
•
|
changes in the focus and direction of our business strategy and/or research and development programs; and
|
•
|
effects of the COVID-19 pandemic on our operations.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2020
|
|
2019
|
||||
Net cash (used in) provided by operating activities
|
|
$
|
(25,063
|
)
|
|
$
|
27,195
|
|
Net cash provided by (used in) investing activities
|
|
449,036
|
|
|
(13
|
)
|
||
Net cash used in financing activities
|
|
(360,107
|
)
|
|
(28,440
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
|
$
|
63,866
|
|
|
$
|
(1,258
|
)
|
2.1
|
|
|
2.2
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
101
|
|
Interactive Data Files pursuant to Rule 405 of Regulation S-T
|
Date: May 11, 2020
|
ASSERTIO THERAPEUTICS, INC.
|
|
|
|
/s/ Arthur J. Higgins
|
|
Arthur J. Higgins
|
|
President and Chief Executive Officer
|
|
|
|
/s/ Daniel A. Peisert
|
|
Daniel A. Peisert
|
|
Senior Vice President and Chief Financial Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Assertio Therapeutics, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: May 11, 2020
|
By:
|
/s/ Arthur J. Higgins
|
|
|
Arthur J. Higgins
|
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Assertio Therapeutics, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: May 11, 2020
|
By:
|
/s/ Daniel A. Peisert
|
|
|
Daniel A. Peisert
|
|
|
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: May 11, 2020
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/s/ Arthur J. Higgins
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Arthur J. Higgins
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President and Chief Executive Officer
(Principal Executive Officer)
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(1)
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: May 11, 2020
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/s/ Daniel A. Peisert
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Daniel A. Peisert
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Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
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