Litigation	3 Months Ended
Mar. 31, 2023
Litigation [Abstract]
Litigation	9. Litigation *Eversana Arbitration* On May 19, 2022, Eversana Life Science Services, LLC (“Eversana”) filed a Demand for Arbitration claiming approximately $4.5 million in damages against the Company with the American Arbitration Association entitled Eversana Life Sciences, LLC v. Humanigen, Inc. (AAA Case No. 01-22-0002-1591). The Demand contains two breach of contract claims related to the Eversana Agreement between the parties and a related agreement between the companies’ European subsidiaries, and a claim for unjust enrichment. Eversana asserts that the Company failed to pay it amounts due for work preparing for the potential commercializing of lenzilumab performed between April 1, 2021 and September 30, 2021. The Company and Eversana have agreed in principle on a conditional resolution of the matters being disputed and are negotiating a formal settlement agreement. The settlement agreement is expected to provide that the Company will, subject to its receipt of adequate proceeds from a financing transaction, make a one-time payment to Eversana of $750,000 and, in connection with such payment, the parties will dismiss the pending arbitration and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the commercial agreements between the parties. There can be no assurances that a settlement agreement will be reached on these terms. If a settlement is not completed, the Company intends to vigorously defend against Eversana’s claims. *Avid Settlement* On February 21, 2023, the Company and Avid Bioservices, Inc. (“Avid”) entered into a Settlement Agreement (the “Avid Settlement Agreement”) providing for a conditional resolution of certain previously reported disputes between the Company and Avid arising pursuant to the commercial agreements between the two parties (collectively, the “Lenzilumab Disputes”). Pursuant to the Settlement Agreement, the Company made a one-time payment of $3.0 million to Avid (the “Settlement Payment”). In addition, the parties mutually agreed that, effective upon the expiration of 120 days from the date of the Settlement Agreement and only if Humanigen has not by such date filed for or been placed into bankruptcy or commenced an assignment for the benefit of creditors or other insolvency proceeding, the parties will dismiss the pending Lenzilumab Disputes and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the Lenzilumab Disputes and the commercial agreements between the parties, which were terminated in accordance with their respective terms. *Thermo Litigation* On October 24, 2022, one of the Company’s former CMOs, Thermo Fisher Scientific, Inc. (“Thermo”) filed a lawsuit against the Company in Delaware Superior Court (Patheon Biologics, Inc. v. Humanigen, Inc., Case No. N22C-10-185 MMJ) for $25.9 million. The Company has filed a countersuit against Thermo for breach of contract seeking more than $37.5 million. The Company and Thermo have agreed in principle on a conditional resolution of the matters being disputed and are negotiating a formal settlement agreement. The settlement agreement is expected to provide that the Company will, subject to its receipt of adequate proceeds from a financing transaction, make $8.0 million of payments to Thermo and, in connection with such payments, the parties will dismiss the pending litigation and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the commercial agreements between the parties. There can be no assurances that a settlement agreement will be reached on these terms. If a settlement is not completed, the Company intends to vigorously defend against Thermo’s claims. *Securities Class Action Litigation* On August 26, 2022, a putative securities class action complaint captioned Pieroni v. Humanigen Inc., et al., Case No. 22-cv-05258, was filed in the United States District Court for the District of New Jersey against the Company, its Chief Executive Officer, Dr. Cameron Durrant, and its former Chief Financial Officer, Timothy Morris. On October 17, 2022, a second putative securities class action complaint captioned Greenbaum v. Humanigen Inc., et al., Case No. 22-cv-06118, was filed in the United States District Court for the District of New Jersey against the Company, Dr. Durrant and the Company’s Chief Scientific Officer, Dale Chappell. The complaints assert claims and seek damages for alleged violations of sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. The two actions have been consolidated into a single action captioned In re Humanigen, Inc. Securities Litigation, Case No. 2:22-cv-05258 and co-lead plaintiffs and co-lead law firms have been appointed. The Company believes that the allegations in the putative complaints are without merit and will vigorously defend against them. *Shareholder Derivative Litigation* On January 17, 2023, a derivative lawsuit captioned Chul Yang derivatively on behalf of Humanigen, Inc. v. Durrant, et al., Case No. 2:23-cv-00235, was filed in the United States District Court for the District of New Jersey against the company’s Chief Executive Officer, Dr. Cameron Durrant, its former Chief Financial Officer, Timothy Morris, and each of its Directors. The complaint asserts claims and seeks damages against all of the defendants for alleged violations of section 14(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder, breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets, and against Dr. Durrant and Mr. Morris for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. This matter has been stayed pending initial rulings in the consolidated securities class action matter. The Company believes that the allegations in the putative derivative action are without merit and will vigorously defend against them.

Litigation

3 Months Ended

Mar. 31, 2023

9. Litigation

Eversana Arbitration

On May 19, 2022, Eversana Life Science Services, LLC (“Eversana”) filed a Demand for Arbitration claiming approximately $4.5 million in damages against the Company with the American Arbitration Association entitled Eversana Life Sciences, LLC v. Humanigen, Inc. (AAA Case No. 01-22-0002-1591). The Demand contains two breach of contract claims related to the Eversana Agreement between the parties and a related agreement between the companies’ European subsidiaries, and a claim for unjust enrichment. Eversana asserts that the Company failed to pay it amounts due for work preparing for the potential commercializing of lenzilumab performed between April 1, 2021 and September 30, 2021. The Company and Eversana have agreed in principle on a conditional resolution of the matters being disputed and are negotiating a formal settlement agreement. The settlement agreement is expected to provide that the Company will, subject to its receipt of adequate proceeds from a financing transaction, make a one-time payment to Eversana of $750,000 and, in connection with such payment, the parties will dismiss the pending arbitration and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the commercial agreements between the parties. There can be no assurances that a settlement agreement will be reached on these terms. If a settlement is not completed, the Company intends to vigorously defend against Eversana’s claims.

Avid Settlement

On February 21, 2023, the Company and Avid Bioservices, Inc. (“Avid”) entered into a Settlement Agreement (the “Avid Settlement Agreement”) providing for a conditional resolution of certain previously reported disputes between the Company and Avid arising pursuant to the commercial agreements between the two parties (collectively, the “Lenzilumab Disputes”).

Pursuant to the Settlement Agreement, the Company made a one-time payment of $3.0 million to Avid (the “Settlement Payment”). In addition, the parties mutually agreed that, effective upon the expiration of 120 days from the date of the Settlement Agreement and only if Humanigen has not by such date filed for or been placed into bankruptcy or commenced an assignment for the benefit of creditors or other insolvency proceeding, the parties will dismiss the pending Lenzilumab Disputes and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the Lenzilumab Disputes and the commercial agreements between the parties, which were terminated in accordance with their respective terms.

Thermo Litigation

On October 24, 2022, one of the Company’s former CMOs, Thermo Fisher Scientific, Inc. (“Thermo”) filed a lawsuit against the Company in Delaware Superior Court (Patheon Biologics, Inc. v. Humanigen, Inc., Case No. N22C-10-185 MMJ) for $25.9 million. The Company has filed a countersuit against Thermo for breach of contract seeking more than $37.5 million. The Company and Thermo have agreed in principle on a conditional resolution of the matters being disputed and are negotiating a formal settlement agreement. The settlement agreement is expected to provide that the Company will, subject to its receipt of adequate proceeds from a financing transaction, make $8.0 million of payments to Thermo and, in connection with such payments, the parties will dismiss the pending litigation and release and discharge each other from all existing claims, demands, causes of actions, charges and grievances of any kind arising out of, or relating to, the commercial agreements between the parties. There can be no assurances that a settlement agreement will be reached on these terms. If a settlement is not completed, the Company intends to vigorously defend against Thermo’s claims.

Securities Class Action Litigation

On August 26, 2022, a putative securities class action complaint captioned Pieroni v. Humanigen Inc., et al., Case No. 22-cv-05258, was filed in the United States District Court for the District of New Jersey against the Company, its Chief Executive Officer, Dr. Cameron Durrant, and its former Chief Financial Officer, Timothy Morris. On October 17, 2022, a second putative securities class action complaint captioned Greenbaum v. Humanigen Inc., et al., Case No. 22-cv-06118, was filed in the United States District Court for the District of New Jersey against the Company, Dr. Durrant and the Company’s Chief Scientific Officer, Dale Chappell. The complaints assert claims and seek damages for alleged violations of sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. The two actions have been consolidated into a single action captioned In re Humanigen, Inc. Securities Litigation, Case No. 2:22-cv-05258 and co-lead plaintiffs and co-lead law firms have been appointed. The Company believes that the allegations in the putative complaints are without merit and will vigorously defend against them.

Shareholder Derivative Litigation

On January 17, 2023, a derivative lawsuit captioned Chul Yang derivatively on behalf of Humanigen, Inc. v. Durrant, et al., Case No. 2:23-cv-00235, was filed in the United States District Court for the District of New Jersey against the company’s Chief Executive Officer, Dr. Cameron Durrant, its former Chief Financial Officer, Timothy Morris, and each of its Directors. The complaint asserts claims and seeks damages against all of the defendants for alleged violations of section 14(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder, breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets, and against Dr. Durrant and Mr. Morris for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. This matter has been stayed pending initial rulings in the consolidated securities class action matter. The Company believes that the allegations in the putative derivative action are without merit and will vigorously defend against them.