Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions - Schedule of Effective Date and Equity Fee Payble (Detail)

v3.19.1
Related Party Transactions - Schedule of Effective Date and Equity Fee Payble (Detail)
3 Months Ended
Mar. 31, 2019
Helocyte Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Mar. 20, 2015 [1]
Avenue Therapeutics, Inc. [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 0.00% [2]
Dividends Payable, Date Declared Feb. 17, 2015 [1]
Mustang Bio, Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Mar. 13, 2015 [1]
Checkpoint Therapeutics, Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 0.00% [3]
Dividends Payable, Date Declared Mar. 17, 2015 [1]
Cellvation Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Oct. 31, 2016 [1]
Caelum Bio sciences Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 0.00% [4]
Dividends Payable, Date Declared Jan. 01, 2017 [1]
Cyprium Bio sciences Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Mar. 13, 2017 [1]
Aevitas Inc [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Jul. 28, 2017 [1]
Tamid [Member]  
Related Party Transaction [Line Items]  
Dividends Paid in kind percentage 2.50%
Dividends Payable, Date Declared Nov. 30, 2017 [1],[5]
[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 or has since been amended to January 1 of each calendar year.
[2] Concurrently with the execution and delivery of the Stock Purchase and Merger Agreement (“SPMA”) entered into between, Avenue, the Company and InvaGen Pharmaceuticals Inc. (“InvaGen”) (together, the “SPMA Parties”), the SPMA Parties entered into a waiver agreement (the “Waiver Agreement”), pursuant to which the Company irrevocably waived its right to receive the annual dividend of Avenue’s common shares under the terms of the Class A preferred stock and any fees, payments, reimbursements or other distributions under the management services agreement between the Company and Avenue and the Founders Agreement, for the period from the effective date of the Waiver Agreement to the termination of InvaGen’s rights under the SPMA. Pursuant to the Waiver Agreement, immediately prior to the closing of the Merger Transaction contemplated under the SPMA, the Company will convert all of its preferred shares into common shares pursuant to the terms of the certificate of incorporation of Avenue, as amended from time to time.
[3] 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.
[4] Effective January 31, 2019 the Caelum Founders Agreement and MSA with Fortress were terminated in conjunction with the execution of a Development Option and Share Purchase Agreement (“DOSPA”) between Caelum and Alexion Therapeutics, Inc. (See Note 4).
[5] Represents the Trigger Date, the date that the Fortress partner company first acquires, whether by license or otherwise, ownership rights in a product.