BUSINESS COMBINATION (Tables)

3 Months Ended

Mar. 31, 2020

BUSINESS COMBINATION

Schedule of Merger Consideration to be transferred

	Total
Deemed (for accounting purposes only) issuance of Foamix shares to Menlo stockholders	$	123,757
Deemed (for accounting purposes only) conversion of Menlo equity awards		7,322
Total consideration*	$	131,079

*This amount reflects total consideration prior to reduction in respect of the CSRs that were issued to Foamix shareholders and that reduced the Menlo stockholders’ relative ownership in the combined company. If the effect of the CSRs is included, the total consideration deemed paid by Foamix, as the accounting acquirer, to Menlo stockholders and equity award holders in the Merger would be reduced to approximately $111.4 million, as shown in the purchase price allocation table below.

Schedule of allocation of the purchase price to the fair values of assets acquired and liabilities assumed

	March 9, 2020
Cash and cash equivalents	$	38,641
Investment in marketable securities		22,703
Prepaid expenses and other current assets		1,581
In-process research and development		50,300
Goodwill		4,045
Total assets		117,270
Current liabilities		(5,827)
Total liabilities		(5,827)
Estimated purchase price*	$	111,443

* Reflects reduction in the purchase price deemed paid to Menlo stockholders in the Merger on the assumption that the CSRs, in an aggregate value of $19.6 million, convert into additional shares of the combined company for the Foamix shareholders, thereby resulting in a lower percentage of the combined company’s outstanding shares being owned by Menlo stockholders following the Merger, see “Note 12 – Subsequent Events” for more information.

Schedule of the calculation of goodwill from the merger

	March 9, 2020
Purchase price	$	111,443
Less: fair value of net assets acquired, including other identifiable intangibles		(107,398)
Goodwill	$	4,045

Schedule of indefinite-lived intangible IPRD assets acquired in the merger

Intangible asset	Estimated Fair Value
Acquired indefinite life intangible assets*	$	50,300
Fair value of identified intangible assets	$	50,300

* Represents acquired IPR&D assets which are initially recognized at fair value and are classified as indefinite-lived assets until the successful completion or abandonment of the associated research and development efforts. Accordingly, during the research and development period, these assets will not be amortized into earnings; instead these assets will be subject to periodic impairment testing. See “Note 12 – Subsequent Events” for more information.

Schedule of pro forma

Revenues	$	—
Loss attributable to Menlo	$	12,043

	Three months ended
	March 31
	2020		2019
	(Unaudited)
SUPPLEMENTAL PRO FORMA COMBINED RESULTS OF OPERATIONS:
Revenues	$	1,750	$	308
Net loss	$	37,641	$	34,077
Loss per share  - basic and diluted	$	0.62	$	0.57
Adjustments to the supplemental pro forma combined results of operations, included in the above, are as follows:
Transaction costs	$	(14,931)	$	—
Acceleration of stock based compensation		(7,199)		—
Total Adjustments	$	(22,130)	$	—