XML 53 R29.htm IDEA: XBRL DOCUMENT v3.10.0.1
Business Combination (Tables)
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Summary of purchase price allocation
The preliminary estimate of the purchase price and the final purchase price as of the Acquisition Date are reflected in the following table (in thousands):
 
Preliminary Fair Value of Consideration as of December 31, 2016
 
Adjustment
 
Final Fair Value of Consideration
Shares Issued
$
13,525

 
$

 
$
13,525

Contingent Consideration
46,200

 
(14,600
)
 
31,600

 
$
59,725

 
$
(14,600
)
 
$
45,125

Schedule of preliminary and final allocation of purchase price consideration
The preliminary allocation of the purchase consideration and the final allocation of the purchase consideration as of the Acquisition Date are reflected in the following table (in thousands):
 
Preliminary Allocation as of December 31, 2016
 
Adjustment
 
Final Allocation
Cash and cash equivalents
$
136

 
$

 
$
136

Prepaid expenses and other assets
1,162

 

 
1,162

Property and equipment
867

 

 
867

In-process research and development assets (all markets)
60,500

 
(14,100
)
 
46,400

Goodwill
16,864

 
(3,800
)
 
13,064

Accounts payable
(1,163
)
 

 
(1,163
)
Accrued expenses
(1,494
)
 
(507
)
 
(2,001
)
Other liabilities
(812
)
 

 
(812
)
Deferred tax liability
(16,335
)
 
3,807

 
(12,528
)
 
$
59,725

 
$
(14,600
)
 
$
45,125



Summary of pro forma financial information
The unaudited estimated pro forma results presented below include the effects of the Acquisition as if it had been consummated as of the beginning of each period. The pro forma results include the direct expenses of Viventia as well as the additional depreciation expense as a result of the increase in the fair value of the fixed assets. The pro forma results exclude the costs of the transaction, severance and stock-based compensation expenses, the Viventia forgiveness of debt and the related interest expense in connection with the Acquisition. In addition, the pro forma results do not include any anticipated synergies or other expected benefits of the Acquisition. Accordingly, the unaudited estimated pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the Acquisition been consummated as of the beginning of each period (in thousands):
 
Year Ended December 31,
 
2016
Revenue
$
29,981

Net loss
(3,026
)