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Commitments and Contingencies
12 Months Ended
Dec. 31, 2015
Commitments and Contingencies  
Commitments and Contingencies

 

8. Commitments and Contingencies

 

Lease agreements

 

On June 30, 2014, Synergy entered into a Lease Amendment of our New York office, (a) adding office space to our existing lease and (b) extending our existing lease for additional three years to March 2022, to be coterminous with our new space. This lease amendment results in total monthly rent of approximately $62,000 on straight line basis, prospectively.

 

Synergy also maintains a research and development laboratory and several offices in the Bucks County Biotechnology Center in Doylestown, Pennsylvania under a lease through December 31, 2016, at a monthly rate of approximately $3,700.

 

In addition, we lease office space for operations in Wayne, Pennsylvania under a lease through November 30, 2017, at a monthly rate of approximately $10,000.

 

Rent expense was $909,000, $651,000 and $575,000 for the years ended December 31, 2015, 2014 and 2013 respectively.

 

Change in Control and Severance Agreements

 

Certain employees have agreements which provide for payouts in the event that the Company consummates a change in control. At December 31, 2015, the amount of compensation for which the Company would be liable as a result of this event is approximately $5.1 million, as set forth in the agreements. These employees are also entitled to full vesting of their outstanding equity awards. These agreements also provide for routine severance compensation. As of December 31, 2015 and 2014, no amounts have been accrued.

 

Other Commitments

 

The Company has entered into certain licensing and collaboration agreements for products currently under development. The Company may be obligated in future periods to make additional payments, which would become due and payable only upon the

achievement of certain research and development, regulatory, and approval milestones. The specific timing of such milestones cannot be predicted and depend upon future discretionary research and clinical developments, as well as, regulatory agency actions. Further, under the terms of certain agreements the Company may be obligated to pay commercial milestones contingent upon the realization of sales revenues and sublicense revenues. Due to the long range nature of such commercial milestones, they are neither probable at this time nor predictable, and consequently are not considered contingent milestone payment amounts.

 

Contractual obligations and commitments

 

The following table is a summary of contractual obligations for the periods indicated that existed as of December 31, 2015.

 

 

 

 

 

Less than

 

 

 

 

 

More than

 

($ in thousands)

 

Total

 

1 Year

 

1-3 Years

 

3-5 Years

 

5 years

 

Long Term debt Obligations (1)

 

$

206,700 

 

$

11,925 

 

$

23,850 

 

$

170,925 

 

$

 

Operating leases

 

6,936 

 

1,038 

 

2,061 

 

2,309 

 

1,528 

 

Purchase obligations—principally employment and consulting services(2)

 

5,104 

 

3,192 

 

1,912 

 

 

 

Purchase Obligations—Major Vendors(3)

 

108,902 

 

91,400 

 

17,502 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total obligations

 

$

327,642 

 

$

107,555 

 

$

45,325 

 

$

173,234 

 

$

1,528 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

Represents Senior Convertible Notes, including interest. See Note 5 to our Consolidated Financial Statements.

 

(2)

Represents salary, bonus, and benefits for employment and consulting agreements with remaining terms greater than one year.

 

(3)

Represents amounts that will become due upon future delivery of supplies, drug substance and test results from various suppliers, under open purchase orders.

 

Litigation

 

There are currently no pending legal proceedings to which Synergy or any of our subsidiaries is a party, or of which any of its property is the subject, that the Company believes will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results. As far as the Company is aware, no governmental authority is contemplating any such proceeding.