Quarterly report pursuant to Section 13 or 15(d)

Intangibles, net

v3.20.1
Intangibles, net
3 Months Ended
Mar. 31, 2020
Intangibles, net  
Intangibles, net

9. Intangibles, net

On July 22, 2019 Journey purchased Ximino®, a minocycline hydrochloride used to treat acne from a third party. Pursuant to the terms and conditions of the Asset Purchase Agreement (“APA”), total consideration for the APA is $9.4 million, comprised of an upfront payment of $2.4 million payable within 60 days after execution on September 22, 2019. The remaining four payments totaling $7.0 million are due in consecutive years commencing on the second anniversary of execution of the APA. In addition, Journey is obligated to pay royalties in the mid-teens based on net sales of Ximino, subject to specified reductions.

The Company, in accordance with ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, determined the purchase of Ximino did not constitute the purchase of a business, and therefore recorded the purchase price of Ximino as an asset, to be amortized over the life of the product, which is deemed to be seven years.  In addition, the Company determined pursuant to ASC 450, Contingencies, that royalty payments in connection with the APA will be recorded when they become payable with a corresponding charge to cost of goods sold.

In accordance with the terms of the APA, Journey will incur interest expense in the event of payment default. As such per ASC 835-30 Interest-Imputed Interest, Journey recorded an initial discount for imputed interest of $2.3 million. As of March 31, 2020, Journey recorded an intangible asset related to this transaction of $7.1 million which was recorded on the condensed consolidated balance sheet of Fortress.

The table below provides a summary of the Journey intangible assets as of March 31, 2020 and December 31, 2019, respectively:

 

 

 

 

 

 

 

 

 

 

 

 

Estimated Useful

 

March 31, 

 

December 31, 

($ in thousands)

    

Lives (Years)

    

2020

    

2019

 

 

 

 

(Unaudited)

 

 

 

Intangible assets – asset purchases

 

3 to 7

 

$

9,934

 

$

9,934

Total

 

  

 

 

9,934

 

 

9,934

Accumulated amortization

 

  

 

 

(2,912)

 

 

(2,557)

Net intangible assets

 

  

 

$

7,022

 

$

7,377

 

The table below provides a summary for the three months ended March 31, 2020, of Journey’s recognized expense related to its product licenses, which was recorded in costs of goods sold on the Condensed Consolidated Statement of Operations:

 

 

 

 

 

 

 

Intangible

($ in thousands)

    

Assets, Net

Beginning balance at January 1, 2020

 

$

7,377

Amortization expense

 

 

(355)

Ending balance at March 31, 2020

 

$

7,022

 

The future amortization of these intangible assets is as follows ($ in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

    

Ximino®

    

Exelderm®

    

Amortization

Nine Months Ended December 31, 2020

 

$

764

 

$

300

 

$

1,064

Year Ended December 31, 2021

 

 

1,019

 

 

267

 

 

1,286

Year Ended December 31, 2022

 

 

1,019

 

 

 —

 

 

1,019

Year Ended December 31, 2023

 

 

1,019

 

 

 —

 

 

1,019

Year Ended December 31, 2024

 

 

1,019

 

 

 —

 

 

1,019

Thereafter

 

 

1,615

 

 

 

 

 

1,615

Total1

 

$

6,455

 

$

567

 

$

7,022