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Assertio (ASRT) - 2023 Q2 - Quarterly Report

Acquisition and Merger - The company completed the acquisition of Spectrum Pharmaceuticals on July 31, 2023, under a merger agreement, enhancing its portfolio in oncology products [116]. - Each share of Spectrum common stock was converted into the right to receive 0.1783 shares of the company's common stock and a contingent value right worth up to $0.20 per share based on future sales of ROLVEDON [117][119]. - The company anticipates that the results of Spectrum will be included in its consolidated financial statements from the effective date of the merger [119]. Financial Performance - Total revenues for the three months ended June 30, 2023, were $40.99 million, an increase of 2.4% from $35.13 million in the same period of 2022 [130]. - Total product sales, net, for the six months ended June 30, 2023, were $81.85 million, an increase of 15.4% from $70.98 million in the same period of 2022 [130]. - For the six months ended June 30, 2023, net income was $5.0 million, a decrease from $16.9 million for the same period in 2022 [166]. - Cash provided by operating activities was $41.3 million for the six months ended June 30, 2023, compared to $41.9 million in the same period in 2022 [165]. - Cash used in investing activities for the six months ended June 30, 2023, was $0.8 million, significantly lower than $16.5 million in the same period in 2022 [167]. - Cash used in financing activities for the six months ended June 30, 2023, was $35.3 million, compared to $9.9 million in the same period in 2022 [168]. Product Sales and Market Competition - INDOCIN net product sales increased by $5.2 million to $28.1 million for the three months ended June 30, 2023, compared to $22.8 million in 2022, driven by favorable net pricing despite a decrease in volume [132]. - Otrexup net product sales rose by $1.0 million to $3.6 million for the three months ended June 30, 2023, compared to $2.6 million in 2022, primarily due to higher volume [133]. - CAMBIA net product sales decreased by $4.4 million to $1.8 million for the three months ended June 30, 2023, compared to $6.2 million in 2022, mainly due to lower volume from generic competition [134]. - A generic version of INDOCIN Suppositories received FDA approval in August 2023, which may impact future sales and market competition [121][124]. - The company is focused on maintaining its market position despite the entry of generics and is developing strategies to enhance sales and marketing efforts [123][124]. Expenses and Financial Management - Selling, general, and administrative expenses increased by $6.2 million to $16.8 million for the three months ended June 30, 2023, primarily due to costs associated with the Spectrum Merger and higher marketing expenses [142]. - Research and development expenses were $0.5 million for both the three and six months ended June 30, 2023, representing costs associated with the proposed clinical trial for INDOCIN suppositories [141]. - Amortization of intangible assets decreased to $6.28 million for the three months ended June 30, 2023, from $7.97 million in 2022, primarily due to the full amortization of CAMBIA and Zipsor intangible assets [146]. - Other expense decreased from $2.36 million to $0.09 million for the three months ended June 30, 2023, primarily due to lower interest expenses [147]. - Debt-related expenses for the six months ended June 30, 2023, included an induced conversion expense of approximately $8.8 million related to a $30.0 million transaction [148]. - For the three and six months ended June 30, 2023, total interest expense decreased by $1.5 million and $2.7 million, respectively, compared to the same period in 2022, primarily due to lower interest incurred on outstanding debt [150]. Future Outlook and Strategy - The company expects potential future payments from the contingent value rights based on achieving specific sales targets for ROLVEDON, with $175 million in sales expected for 2024 and $225 million for 2025 [119]. - The company is committed to executing its business strategy, including product acquisitions and partnerships, to drive future growth [124]. - The company expects existing cash to be sufficient to fund operations and required payments under debt agreements for the next twelve months [159]. Tax and Financing Activities - The company recorded an income tax expense of $3.9 million for the three months ended June 30, 2023, representing an effective tax rate of 31.3% [152]. - The company completed a Convertible Note Exchange, exchanging $30.0 million principal amount of 2027 Convertible Notes for 6,990,000 shares of common stock and $10.5 million in cash [157]. - The company issued $70.0 million in aggregate principal amount of 2027 Convertible Notes, which are expected to reduce future cash interest expenses [156]. - The company has an ATM offering program with an aggregate offering price of up to $25.0 million, which was suspended following the issuance of the 2027 Convertible Notes [159]. Risks and Challenges - The company faces risks related to litigation, regulatory compliance, and market conditions that could affect its financial performance and operational results [126][127].