Full Press Release Details
Fortress Biotech Reports Record 2022 Financial Results and Recent Corporate Highlights
Fortress expects to file a total of three new drug applications in 2023
Record consolidated net revenue of $75.7 million for full-year 2022
FDA accepted for filing the Biologics License Application for cosibelimab in patients with metastatic or locally advanced cutaneous squamous cell carcinoma; PDUFA goal date of January 3, 2024
Rolling NDA submission for CUTX-101 for the treatment of Menkes disease is expected to be completed in 2023
Topline results from the Phase 3 clinical program of DFD-29 to treat papulopustular rosacea expected in the first half of 2023; NDA submission expected in the second half of 2023
Miami, FL - March 30, 2023 - Fortress Biotech, Inc. (Nasdaq: FBIO) ("Fortress"), an innovative biopharmaceutical company focused on efficiently acquiring, developing and commercializing or monetizing promising therapeutic products and product candidates, today announced financial results and recent corporate highlights for the full-year ended December 31, 2022.
Lindsay A. Rosenwald, M.D., Fortress' Chairman, President and Chief Executive Officer, said, "In 2022, we continued to advance our extensive portfolio of multiple clinical-stage programs, several of which are late-stage and pivotal. We also generated record consolidated net revenues of $75.7 million, much of which came from the sales of our eight marketed dermatology products. Our growth continues in 2023, as the U.S. Food and Drug Administration ("FDA") accepted for filing the Biologics License Application ("BLA") for cosibelimab earlier this month and we expect to have two New Drug Applications ("NDA") submitted to the FDA for CUTX-101 for Menkes disease and DFD-29 for rosacea this year. We also anticipate multiple clinical trial initiations, data readouts and regulatory filings across our other development-stage programs. Fortress has also established 25 acquisition companies with expert opinion leaders in multiple therapeutic areas over the past year. These expert opinion leaders will continue to work with our business development team to identify, evaluate and acquire potential best-in-class therapies to form the bases of these new companies. We are focused on licensing assets with proof-of-concept clinical data available in areas with high unmet medical need, which potentially lowers the development uncertainty and associated risk. Our pipeline and structure allow for flexibility and diversified exposure with many product candidates and potentially long-term revenue streams. We expect to achieve multiple milestones this year, and we are confident in our long-term growth prospects as we continue to scale."
2022 and Recent Corporate Highlights1:
Marketed Dermatology Products and Product Candidates
Cosibelimab (Anti PD-L1 antibody)
1 The development programs depicted in this press release include product candidates in development at Fortress, at Fortress' private subsidiaries (referred to herein as "subsidiaries"), at Fortress' public subsidiaries (referred to herein as "partner companies") and at entities with whom one of the foregoing parties has a significant business relationship, such as an exclusive license or an ongoing product-related payment obligation (such entities referred to herein as "partners"). The words "we", "us" and "our" may refer to Fortress individually, to one or more of our subsidiaries and/or partner companies, or to all such entities as a group, as dictated by context.
Dotinurad (Urate Transporter (URAT1) Inhibitor)
MB-106 (CD20-targeted CAR T Cell Therapy)
CUTX-101 (Copper Histidinate for Menkes disease)
CAEL-101 (Light Chain Fibril-reactive Monoclonal Antibody for AL Amyloidosis)
2 Information on clinicaltrials.gov does not constitute part of this release.
Triplex (Cytomegalovirus ("CMV") vaccine)
In vivo CAR T Platform Technology
3 M. Zanovello et al., Unexpected frequency of the pathogenic ARCAG repeat 2 expansion in the general population. Brain, in press (2023).
To assist our stockholders in understanding our company, we have prepared non-GAAP financial metrics for the three months and 12 months ended December 31, 2022 and 2021. These metrics exclude the operations of our four public partner companies: Avenue, Checkpoint, Journey Medical and Mustang Bio, as well as any one-time, non-recurring, non-cash transactions. The goal in providing these non-GAAP financial metrics is to highlight the financial results of Fortress' core operations, which are comprised of our privately held development-stage entities, as well as our business development and finance functions.
Use of Non-GAAP Measures:
In addition to the GAAP financial measures as presented in our filings with the Securities and Exchange Commission ("SEC"), including our Form 10-K to be filed on March 31, 2023, the Company, in this press release, has included certain non-GAAP measurements. The non-GAAP net loss attributable to common stockholders is defined by the Company as GAAP net loss attributable to common stockholders, less net losses attributable to common stockholders from our public partner companies Avenue, Checkpoint, Journey Medical and Mustang Bio ("public partner companies"), as well as our former subsidiary, Caelum. In addition, the Company has also provided a Fortress non-GAAP loss attributable to common stockholders which is a modified EBITDA calculation that starts with the non-GAAP loss attributable to common stockholders and removes stock-based compensation expense, non-cash interest expense, amortization of licenses and debt discount, changes in fair values of investment, changes in fair value of derivative liability, and depreciation expense. The Company also provides non-GAAP research and development costs, defined as GAAP research and development costs, less research and development costs of our public partner companies and non-GAAP selling, general and administrative costs, defined as GAAP selling, general and administrative costs, less selling, general and administrative costs of our public partner companies.
Management believes each of these non-GAAP measures provide meaningful supplemental information regarding the Company's performance because (i) it allows for greater transparency with respect to key measures used by management in its financial and operational decision-making; (ii) it excludes the impact of non-cash or, when specified, non-recurring items that are not directly attributable to the Company's core operating performance and that may obscure trends in the Company's core operating performance; and (iii) it is used by institutional investors and the analyst community to help analyze the Company's standalone results separate from the results of its public partner companies. However, non-GAAP loss attributable to common stockholders and any other non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP. Further, non-GAAP financial measures used by the Company and the manner in which they are calculated may differ from the non-GAAP financial measures or the calculations of the same non-GAAP financial measures used by other companies, including the Company's competitors.
The tables below provide a reconciliation from GAAP to non-GAAP measures:
| For the year ended December 31, | ||||||
| ($ in thousands except for share and per share amounts) | 2022 | 2021 | ||||
| Net loss attributable to common stockholders | $ | (86,575) | $ | (64,703) | ||
| Net loss attributable to common stockholders - Avenue 1 | (587) | (822) | ||||
| Net loss attributable to common stockholders - Checkpoint 2 | (11,415) | (9,313) | ||||
| Net loss attributable to common stockholders - Journey Medical 3 | (17,107) | (36,708) | ||||
| Net loss attributable to common stockholders - Mustang Bio 4 | (13,680) | (11,256) | ||||
| Non-GAAP (loss) attributable to common stockholders | $ | (43,786) | $ | (6,605) | ||
| Stock based compensation | 12,706 | 10,133 | ||||
| Amortization of debt discount | 1,532 | 3,914 | ||||
| Depreciation | 385 | 462 | ||||
| Increase in fair value of investment in Caelum | - | (39,294) | ||||
| Realization in Caelum investment 5 | - | 56,860 | ||||
| Fortress non-GAAP (loss) income attributable to common stockholders | $ | (29,163) | $ | 25,469 | ||
| Per common share - basic and diluted: | ||||||
| Net loss attributable to common stockholders (GAAP) | $ | (0.97) | $ | (0.79) | ||
| Non-GAAP net loss attributable to common stockholders | $ | (0.49) | $ | (0.08) | ||
| Fortress non-GAAP (loss) income attributable to common stockholders | $ | (0.33) | $ | 0.31 | ||
| Fortress non-GAAP (loss) income attributable to common stockholders - diluted | $ | (0.33) | $ | 0.25 | ||
| Weighted average common shares outstanding - basic | 88,874,519 | 81,700,220 | ||||
| Weighted average common shares outstanding - diluted | 88,874,519 | 103,604,466 |
Reconciliation to non-GAAP research and development costs and non-GAAP selling, general and administrative costs:
| For the year ended December 31, | ||||||
| ($ in thousands) | 2022 | 2021 | ||||
| Research and development 1 | $ | 134,877 | $ | 128,864 | ||
| Less: | ||||||
| Research and development - Avenue 2 | 2,388 | 1,254 | ||||
| Research and development - Checkpoint 3 | 47,940 | 41,855 | ||||
| Research and development - Journey Medical | 10,943 | 16,558 | ||||
| Research and development - Mustang Bio 4 | 62,340 | 51,244 | ||||
| Non-GAAP research and development costs | $ | 11,266 | $ | 17,953 | ||
| Selling, general and administrative 5 | $ | 113,656 | $ | 96,384 | ||
| Less: | ||||||
| General and administrative - Avenue 6 | 5,045 | 2,484 | ||||
| General and administrative - Checkpoint 7 | 7,782 | 7,005 | ||||
| Selling, general and administrative - Journey Medical | 59,468 | 49,373 | ||||
| General and administrative - Mustang Bio 8 | 10,795 | 8,883 | ||||
| Non-GAAP selling, general and administrative costs | $ | 30,566 | $ | 28,639 |
About Fortress Biotech
Fortress Biotech, Inc. ("Fortress") is an innovative biopharmaceutical company focused on acquiring, developing and commercializing high-potential marketed and development-stage drugs and drug candidates. The company has eight marketed prescription pharmaceutical products and over 30 programs in development at Fortress, at its majority-owned and majority-controlled partners and subsidiaries and at partners and subsidiaries it founded and in which it holds significant minority ownership positions. Such product candidates span six large-market areas, including oncology, rare diseases and gene therapy, which allow it to create value for shareholders. Fortress advances its diversified pipeline through a streamlined operating structure that fosters efficient drug development. The Fortress model is driven by a world-class business development team that is focused on leveraging its significant biopharmaceutical industry expertise to further expand the company's portfolio of product opportunities. Fortress has established partnerships with some of the world's leading academic research institutions and biopharmaceutical companies to maximize each opportunity to its full potential, including AstraZeneca, City of Hope, Fred Hutchinson Cancer Center, St. Jude Children's Research Hospital, Nationwide Children's Hospital and Sentynl. For more information, visit www.fortressbiotech.com.
Forward-Looking Statements
This press release may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. As used below and throughout this press release, the words "we", "us" and "our" may refer to Fortress individually or together with one or more partner companies, as dictated by context. Such statements include, but are not limited to, any statements relating to our growth strategy and product development programs, ability to generate shareholder value, ability of our products to receive necessary approvals, including FDA approval, ability of our products and therapies to help patients and any other statements that are not historical facts. Forward-looking statements are based on management's current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from those currently anticipated include, risks relating to: our growth strategy; financing and strategic agreements and relationships; our need for substantial additional funds and uncertainty relating to financings; our ability to identify, acquire, close and integrate product candidates successfully and on a timely basis; our ability to attract, integrate and retain key personnel; the early stage of products under development; the results of research and development activities; uncertainties relating to preclinical and clinical testing; risks relating to the timing of starting and completing clinical trials; the ability to secure and maintain third-party manufacturing, marketing and distribution of our and our partner companies' products and product candidates; government regulation; patent and intellectual property matters; competition; as well as other risks described in our SEC filings. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The information contained herein is intended to be reviewed in its totality, and any stipulations, conditions or provisos that apply to a given piece of information in one part of this press release should be read as applying mutatis mutandis to every other instance of such information appearing herein.
Fortress Biotech, Inc.
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FORTRESS BIOTECH, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
($ in thousands except for share and per share amounts)
| December 31, | December 31, | |||||
| 2022 | 2021 | |||||
| ASSETS | ||||||
| Current assets | ||||||
| Cash and cash equivalents | $ | 178,266 | $ | 305,744 | ||
| Accounts receivable, net | 28,208 | 23,112 | ||||
| Inventory | 14,159 | 9,862 | ||||
| Other receivables - related party | 138 | 678 | ||||
| Prepaid expenses and other current assets | 9,661 | 7,066 | ||||
| Total current assets | 230,432 | 346,462 | ||||
| Property, plant and equipment, net | 13,020 | 15,066 | ||||
| Operating lease right-of-use asset, net | 19,991 | 19,005 | ||||
| Restricted cash | 2,688 | 2,220 | ||||
| Intangible asset, net | 27,197 | 12,552 | ||||
| Other assets | 973 | 1,198 | ||||
| Total assets | $ | 294,301 | $ | 396,503 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
| Current liabilities | ||||||
| Accounts payable and accrued expenses | $ | 97,446 | $ | 90,660 | ||
| Deferred revenue | 728 | 2,611 | ||||
| Income taxes payable | 722 | 345 | ||||
| Common stock warrant liabilities | 13,869 | - | ||||
| Operating lease liabilities, short-term | 2,447 | 2,104 | ||||
| Partner company convertible preferred shares, short-term, net | 2,052 | - | ||||
| Partner company line of credit | 2,948 | 812 | ||||
| Partner company installment payments - licenses, short-term, net | 7,235 | 4,510 | ||||
| Other short-term liabilities | 268 | - | ||||
| Total current liabilities | 127,715 | 101,042 | ||||
| Notes payable, long-term, net | 91,730 | 42,937 | ||||
| Operating lease liabilities, long-term | 21,572 | 20,987 | ||||
| Partner company installment payments - licenses, long-term, net | 1,412 | 3,627 | ||||
| Other long-term liabilities | 1,847 | 2,033 | ||||
| Total liabilities | 244,276 | 170,626 | ||||
| Commitments and contingencies | ||||||
| Stockholders' equity | ||||||
| Cumulative redeemable perpetual preferred stock, $0.001 par value, 15,000,000 authorized, 5,000,000 designated Series A shares, 3,427,138 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively, liquidation value of $25.00 per share | 3 | 3 | ||||
| Common stock, $0.001 par value, 200,000,000 shares authorized, 110,494,245 shares issued and outstanding as of December 31, 2022; 170,000,000 shares authorized, 101,435,505 shares issued and outstanding as of December 31, 2021, respectively | 110 | 101 | ||||
| Additional paid-in-capital | 675,841 | 656,033 | ||||
| Accumulated deficit | (634,233) | (547,463) | ||||
| Total stockholders' equity attributed to the Company | 41,721 | 108,674 | ||||
| Non-controlling interests | 8,304 | 117,203 | ||||
| Total stockholders' equity | 50,025 | 225,877 | ||||
| Total liabilities and stockholders' equity | $ | 294,301 | $ | 396,503 |
FORTRESS BIOTECH, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
($ in thousands except for share and per share amounts)
| Year Ended December 31, | ||||||
| 2022 | 2021 | |||||
| Revenue | ||||||
| Product revenue, net | $ | 70,995 | $ | 63,134 | ||
| Collaboration revenue | 1,882 | 5,389 | ||||
| Revenue - related party | 192 | 268 | ||||
| Other revenue | 2,674 | - | ||||
| Net revenue | 75,743 | 68,791 | ||||
| Operating expenses | ||||||
| Cost of goods sold - product revenue | 30,775 | 32,084 | ||||
| Research and development | 134,199 | 113,240 | ||||
| Research and development - licenses acquired | 677 | 15,625 | ||||
| Selling, general and administrative | 113,656 | 86,843 | ||||
| Wire transfer fraud loss | - | 9,540 | ||||
| Total operating expenses | 279,307 | 257,332 | ||||
| Loss from operations | (203,564) | (188,541) | ||||
| Other income (expense) | ||||||
| Interest income | 1,398 | 649 | ||||
| Interest expense and financing fee | (13,642) | (15,308) | ||||
| Foreign exchange loss | (89) | - | ||||
| Change in fair value of investments | - | 39,294 | ||||
| Change in fair value of warrant liabilities | 1,129 | (447) | ||||
| Grant income | 1,304 | - | ||||
| Total other income (expense) | (9,900) | 24,188 | ||||
| Loss before income tax expense | (213,464) | (164,353) | ||||
| Income tax expense | 449 | 473 | ||||
| Net loss | (213,913) | (164,826) | ||||
| Net loss attributable to non-controlling interests | 127,338 | 100,123 | ||||
| Net loss attributable to common stockholders | $ | (86,575) | $ | (64,703) | ||
| Net loss per common share attributable to common stockholders - basic and diluted | $ | (0.97) | $ | (0.79) | ||
| Weighted average common shares outstanding - basic and diluted | 88,874,519 | 81,700,220 |