Fortress Biotech, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Related Party Transactions (Tables)

Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of Effective Date and Equity Fee Payable

The following table summarizes, by subsidiary, the effective date of the Founders Agreements and PIK dividend or equity fee payable to the Company in accordance with the terms of the Founders Agreements, Exchange Agreements and the subsidiaries’ certificates of incorporation.

Fortress Company	Effective Date ⁽¹⁾	PIK Dividend as a % of fully diluted outstanding capitalization				Class of Stock Issued
Helocyte	March 20, 2015		2.5	%		Common Stock
Avenue	February 17, 2015		2.5	%		Common Stock
Mustang	March 13, 2015		2.5	%		Common Stock
Checkpoint	March 17, 2015		0.0	%	(2)	Common Stock
Cellvation	October 31, 2016		2.5	%		Common Stock
Caelum	January 1, 2017		2.5	%		Common Stock
Cyprium	March 13, 2017		2.5	%		Common Stock
Aevitas	July 28, 2017		2.5	%		Common Stock
Tamid	November 30, 2017 (3)		2.5	%		Common Stock

(1) - Represents the effective date of each subsidiary’s Founders Agreement. Each PIK dividend and equity fee is payable on the annual anniversary of the effective date of the original Founders Agreement.

(2) - Instead of a PIK dividend, Checkpoint pays the Company an annual equity fee in shares of Checkpoint’s common stock equal to 2.5% of Checkpoint’s fully diluted outstanding capitalization.

(3) Represents the Trigger Date.

Dividends Declared

The following table summarizes, by subsidiary, the PIK dividend or equity fee recorded by the Company in accordance with the terms of the Founders Agreements, Exchange Agreements and the subsidiaries’ certificates of incorporation for the year ended December 31, 2017 ($ in thousands):

Fortress Company	PIK Dividend Date	Year Ended December 31, 2017¹		Year Ended December 31, 2016

Aevitas²	July 28	$	-	$	-
Avenue	February 17		1,103		49
Caelum	January 1		302		-
Cellvation	October 31		8		-
Checkpoint	March 17		2,296		3,919
Cyprium	January 1		1		-
Helocyte	March 20		321		-
Mustang	March 13		9,479		4,396
Tamid3	November 30		-		-
Fortress			(13,510)		(8,364)
Consolidated (Income)/Expense		$	-	$	-

Note 1: Includes 2018 PIK dividend accrued for the year ended December 31, 2017, as Type 1 subsequent event

Note 2: Aevitas PIK dividend wll be recorded during the third quarter of 2018

Note 3: Tamid PIK dividend will be recorded during the fourth quarter of 2018

Schedule of Effective Date and Annual Management Services Agreement Fee income expense

The following table summarizes, by Fortress Company, the effective date of the MSA and the annual consulting fee payable by the subsidiary to the Company in quarterly installments ($ in thousands):

Fortress Company	Effective Date	R&D		G&A		Annual MSA Fee (Income)/Expense
Helocyte	March 20, 2015	$	250	$	250	$	500
Avenue	February 17, 2015		250		250		500
Mustang	March 13, 2015		250		250		500
Checkpoint	March 17, 2015		250		250		500
Cellvation	October 31, 2016		250		250		500
Caelum	January 1, 2017		250		250		500
Cyprium	March 13, 2017		250		250		500
Aevitas	July 28, 2017		250		250		500
Tamid	November 30, 2017 (1)		250		250		500
Fortress			(2,250)		(2,250)		(4,500)
Consolidated (Income)/Expense		$	-	$	-	$	-

(1)

Represents the Trigger Date.

Schedule of Information about Fees Earned

The following table summarizes, by entity, fees earned by National for the periods ending September 30, 2017 and 2016, respectively ($ in thousands):

		September 30,		September 30,
Fortress Company	Description	2017		2016
Fortress	Subordinated Financing	$	2,836	$	-
Avenue	IPO Fees		2,331		-
Mustang	Private Placement Offering		9,527		1,265
Caelum	Convertible Debt Raise		991		-
Total Fees per Fortress			15,685		1,265
Less:	Mustang fee recorded by National in 2016		1,265		-
Total National Fees		$	14,420	$	1,265