Annual report pursuant to Section 13 and 15(d)

Related Party Transactions (Tables)

v3.19.1
Related Party Transactions (Tables)
12 Months Ended
Dec. 31, 2018
Income Tax Disclosure [Abstract]  
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. 
 
Partner 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
%
4
 
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
 
Note 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.
Note 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.
Note 3: Represents the Trigger Date.
Note 4: Pursuant to the terms of the agreement between Avenue and InvaGen Pharmaceuticals, Inc. during the option period PIK dividends will not be paid nor accrued
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 years ended December 31
, 2018 and
2017 ($ in thousands):
 
Partner company
 
PIK Dividend

Date
 
Year Ended
December 31, 2018
1
 
 
Year Ended

December 31, 2017
2
 
 
 
 
 
 
 
 
 
 
Aevitas
 
January 1
 
$
6
 
 
$
 
Avenue
3
 
January 1
 
 
 
 
 
1,103
 
Caelum
 
January 1
 
 
462
 
 
 
302
 
Cellvation
 
January 1
 
 
5
 
 
 
8
 
Checkpoint
 
March 17
 
 
1,748
 
 
 
2,296
 
Cyprium
 
January 1
 
 
3
 
 
 
1
 
Helocyte
 
January 1
 
 
167
 
 
 
321
 
Mustang
 
January 1
 
 
2,085
 
 
 
9,479
 
Tamid
 
January 1
 
 
15
 
 
 
 
Fortress
 
 
 
 
(4,491
)
 
 
(13,510
)
 
 
 
 
$
 
 
$
 
 
Note 1: Includes 2019 PIK dividend accrued for the year ended December 31, 2018, as Type 1 subsequent event
Note 2: Includes 2018 PIK dividend accrued for the year ended December 31, 2017, as Type 1 subsequent event
Note 3: Pursuant to the terms of the agreement between Avenue and InvaGen Pharmaceuticals, Inc. during the option period PIK dividends will not be paid nor accrued.
Schedule of Effective Date and Annual Management Services Agreement Fee income expense
The following table summarizes, by partner company, the effective date of the MSA and the annual consulting fee payable by the subsidiary to the Company in quarterly installments ($ in thousands):
 
Fortres
partner
 
Effective Date
 
Annual MSA Fee

(Income)/Expense
 
Helocyte
 
March 20, 2015
 
$
500
 
Avenue
2
 
February 17, 2015
 
 
500
 
[Mustang
 
March 13, 2015
 
 
500
 
Checkpoint
 
March 17, 2015
 
 
500
 
Cellvation
 
October 31, 2016
 
 
500
 
Caelum
 
January 1, 2017
 
 
500
 
Cyprium
 
March 13, 2017
 
 
500
 
Aevitas
 
July 28, 2017
 
 
500
 
Tamid
 
November 30, 2017
1
 
 
500
 
Fortress
 
 
 
 
(4,500
)
Consolidated (Income)/Expense
 
 
 
$
 
  
Note 1: Trigger Date
Note 2: Pursuant to the terms of the agreement between Avenue and InvaGen Pharmaceuticals, Inc. during the option period fees under the MSA will not be due nor will they be accrued.