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Discontinued Operations and TSA (Tables)
12 Months Ended
Dec. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Summary of Assets and Liabilities of the Discontinued Operations

The following table presents the assets and liabilities of the discontinued operations as of December 31, 2023:

 

 

 

December 31,

 

 

 

2023

 

Assets

 

 

 

Current assets:

 

 

 

Collaboration receivable - related party

 

$

8,674

 

Inventories

 

 

29,647

 

Prepaid expenses and other current assets

 

 

1,075

 

Total current assets of discontinued operations

 

 

39,396

 

Property and equipment, net

 

 

4,843

 

Operating lease assets

 

 

19,376

 

Other non-current assets

 

 

39,167

 

Total non-current assets of discontinued operations

 

 

63,386

 

Total assets of discontinued operations

 

$

102,782

 

Liabilities

 

 

 

Current liabilities:

 

 

 

Accrued expenses and other current liabilities

 

$

58,102

 

Operating lease liabilities

 

 

1,090

 

Deferred income - related party

 

 

7,730

 

Total current liabilities of discontinued operations

 

 

66,922

 

Operating lease liabilities, net of current portion

 

 

14,063

 

Deferred revenue, net of current portion - related party

 

 

95,364

 

Total non-current liabilities of discontinued operations

 

 

109,427

 

Total liabilities of discontinued operations

 

$

176,349

 

 

The following table presents the gain on the sale of the VOWST Business as of December 31, 2024, pursuant to the Purchase Agreement:

 

 

December 31,

 

 

 

2024

 

Consideration received

 

 

 

Upfront payment (1)

 

$

79,788

 

Prepaid milestone

 

 

60,000

 

Deferred revenue from termination of 2016 License Agreement

 

 

95,364

 

Settlement of net collaboration payable at close

 

 

27,465

 

Premium on equity financing

 

 

1,484

 

Deferred income from termination of 2021 License Agreement

 

 

3,606

 

Accrued liabilities due to SPN - related party

 

 

(33,458

)

Total fair value transferred for business

 

$

234,249

 

 

 

 

Net assets transferred

 

 

 

Inventory

 

$

63,442

 

Prepaid expenses and other current assets

 

 

2,219

 

Property and equipment, net

 

 

3,966

 

Operating lease assets

 

 

17,929

 

Other non-current assets

 

 

39,328

 

Accrued expenses and other current liabilities

 

 

(31,547

)

Operating lease liabilities

 

 

(14,413

)

Net assets transferred

 

$

80,924

 

 

 

 

Transaction costs

 

$

6,618

 

 

 

 

 

Gain on sale, pre-tax

 

$

146,707

 

Income tax

 

 

 

Gain on sale, net of tax

 

$

146,707

 

[1] The upfront payment consists of $100,000, less $17,857 owed by the Company to an affiliate of SPN under the prior license agreement between the Company and the SPN affiliate, less approximately $2,355 in satisfaction of costs due under the Bacthera Manufacturing Agreement

The following table presents the financial results of the discontinued operations:

 

 

Year Ended December 31,

 

 

2024

 

 

2023

 

 

2022

 

Revenue:

 

 

 

 

 

 

 

 

Collaboration revenue - related party

$

 

 

$

126,325

 

 

$

7,128

 

Total revenue

 

 

 

 

126,325

 

 

 

7,128

 

Operating expenses:

 

 

 

 

 

 

 

 

Research and development expenses

 

5,809

 

 

 

28,263

 

 

 

63,269

 

General and administrative expenses

 

4,066

 

 

 

10,244

 

 

 

9,431

 

Collaboration (profit) loss sharing - related party

 

(1,496

)

 

 

704

 

 

 

1,004

 

Total operating expenses

 

8,379

 

 

 

39,211

 

 

 

73,704

 

(Loss) income from discontinued operations

 

(8,379

)

 

 

87,114

 

 

 

(66,576

)

Other income (expense):

 

 

 

 

 

 

 

 

Gain on sale of VOWST business

 

146,707

 

 

 

 

 

 

 

Interest expense

 

(12,192

)

 

 

(10,708

)

 

 

 

Other expense

 

(229

)

 

 

 

 

 

 

Income (loss) from discontinued operations, pre-tax

$

125,907

 

 

$

76,406

 

 

$

(66,576

)

Income tax

 

 

 

 

 

 

 

 

Net income (loss) from discontinued operations, net of tax

$

125,907

 

 

$

76,406

 

 

$

(66,576

)

Summary of Accrued Liabilities of Continuing Operations These contingent liabilities are presented as Accrued Liabilities due to SPN - related party from continuing operations on the consolidated balance sheets as of December 31, 2024 and consist of the following (in thousands):

 

 

 

 

December 31,

 

 

 

2024

 

Profit Sharing Payments

 

$

11,230

 

Royalties associated with the MSK Agreement

 

 

2,786

 

VOWST post-marketing safety surveillance study

 

 

771

 

80.1% of lease cost of Waltham facility

 

 

1,501

 

Employment-related costs for conveying employees

 

 

1,462

 

Total accrued liabilities due to SPN - related party

 

$

17,750