Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions (Tables)

v3.24.2.u1
Related Party Transactions (Tables)
6 Months Ended
Jun. 30, 2024
Related Party Transactions  
Schedule of effective date and PIK dividend or equity fee payable

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

%

Common Stock

Baergic

December 17, 2019 4

-

%2  

Common Stock

Cellvation

October 31, 2016

 

2.5

%  

Common Stock

Checkpoint

March 17, 2015

 

-

%3  

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 4

2.5

%

Common Stock

Urica

November 7, 2017 4

 

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:

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.

Note 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.

Note 4:

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

Schedule of PIK dividend or equity fee recorded

The Company has entered into Management Services Agreements (the “MSAs”) with certain of its partner companies/subsidiaries as described in the 2023 Form 10-K. The following table summarizes the effective date of each MSA and the annual consulting fee payable by the partner company/subsidiary to the Company in quarterly installments:

Annual MSA Fee

Partner Company/Subsidiary

    

Effective Date

    

(Income)/Expense

Avenue

February 17, 2015

 

500

Baergic1

March 9, 2017

 

Cellvation

October 31, 2016

 

500

Checkpoint

March 17, 2015

 

500

Cyprium

March 13, 2017

 

500

Helocyte

March 20, 2015

500

Mustang

March 13, 2015

 

500

Oncogenuity

February 10, 2017

500

Urica

November 7, 2017

500

Fortress

 

(4,000)

Consolidated (Income)/Expense

$

Note 1:

Pursuant to the Share Contribution Agreement between Fortress and Avenue, under which Baergic became a majority-controlled and owned subsidiary of Avenue, Fortress also assigned to Avenue the Founders Agreement previously between Fortress and Baergic, such that Baergic’s annual MSA is now payable to Avenue.