​

​

​

​

PIK Dividend as

​

​

​

​

​

​

a % of fully

​

​

​

​

​

​

diluted

​

​

​

​

​

​

outstanding

​

Class of Stock

Partner Company/Subsidiary

Effective Date ¹

capitalization

Issued

Avenue

​

February 17, 2015

2.5

%²  

Common Stock

Baergic

​

December 17, 2019 ⁵

​

2.5

%³  

Common Stock

Cellvation

​

October 31, 2016

2.5

%  

Common Stock

Checkpoint

​

March 17, 2015

-

%⁴  

Common Stock

Cyprium

​

March 13, 2017

2.5

%  

Common Stock

Helocyte

​

March 20, 2015

2.5

%  

Common Stock

Mustang

​

March 13, 2015

2.5

%  

Common Stock

Oncogenuity

​

April 22, 2020 ⁵

​

2.5

%

Common Stock

Urica

​

November 7, 2017 ⁵

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 or has since been amended to January 1 of each calendar year.

Note 2:

PIK dividends in Avenue were not paid or accrued while InvaGen retained certain rights under that certain Stockholders Agreement, dated as of November 12, 2018, by and among the Company, Avenue, InvaGen and the other stockholder parties thereto (the “Avenue Stockholders Agreement”). In connection with the closing of Avenue’s public offering, InvaGen’s shares were repurchased under a Share Repurchase Agreement in October 2022 and upon the closing of the Share Repurchase Agreement, also in October 2022, all of the rights retained by InvaGen pursuant to the Avenue Stockholders Agreement were terminated and all of Fortress’ rights were restored (see Note 3, Asset Purchase Agreements, to the Unaudited Condensed Consolidated Financial Statements).

Note 3:

Due to the November 2022 consummation of the Contribution Agreement between the Company and Avenue, Avenue is now eligible to receive the PIK dividend and equity fee payable by Baergic in accordance with the terms of the Founders Agreement and Baergic’s Certificate of Incorporation.

Note 4:

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 5:

Represents the Trigger Date, the date that the Fortress partner company/subsidiary first acquires, whether by license or otherwise, ownership rights in a product.