XML 63 R22.htm IDEA: XBRL DOCUMENT v3.20.1
ACQUISITIONS AND DISPOSITIONS
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS

On November 7, 2017, the Company entered into an agreement with Slán Medicinal Holdings Limited (Slán) under which it (i) acquired from Slán certain rights to market the specialty drug, long-acting cosyntropin in the U.S. and (ii) divested to Slán all of its rights to Lazanda® (fentanyl) nasal spray CII.

The acquisition of exclusive rights to market long-acting cosyntropin in the U.S. was treated as an asset acquisition under the applicable guidance contained with U.S. GAAP. The fair value of the license to market long-acting cosyntropin was estimated to be approximately $24.9 million which, in accordance with the applicable accounting rules, was recorded as Acquired in-process research and development in the accompanying consolidated statements of operations as long-acting cosyntropin is still under development and the rights the Company acquired were deemed to have no alternative future use.

As consideration for this acquisition, the Company provided the seller all of the rights and obligations, as defined under the arrangement, associated with Lazanda and together with $5.0 million in cash to Slán. The divestiture of Lazanda was treated as a disposition of a business for accounting purposes and resulted in a gain of approximately $17.1 million which was recorded as Gain on divestiture of Lazanda in the accompanying consolidated statements of operations. The Company determined that the divestiture of Lazanda does not qualify for reporting as discontinued operations as the divestiture does not constitute on its own a strategic shift that will have a major effect on the Company’s operations and financial results.

As outlined in the Slán Agreements, each party would support the development, including clinical development, of the licensed product and efforts to obtain regulatory approval of the initial NDA. Subsequent to approval of the initial NDA, Assertio and Slán would share in the net sales of long-acting cosyntropin for a 10-year period (after which time the product will revert back to Slán). At December 31, 2019 the Company wrote-off $3.2 million of development expenses reimbursable by Slán as a result of the Company’s assessment of probability of collection. Of the $3.2 million, $1.9 million and $1.3 million was recognized in Research and development expenses and Selling, general and administrative expenses, respectively, on the Company’s consolidated statement of comprehensive income reflecting the original allocation of resources billed. As of December 31, 2019 and 2018 the Company had $2.0 million and $4.6 million, respectively, of reimbursable development expenses in Prepaid and other current assets on the Company’s consolidated balance sheets.