Assertio Reports Fourth Quarter and Full Year 2025 Financial Results
Key Terms
adjusted ebitda financial
gross margin financial
medicare part b medical
net product sales financial
reverse stock split financial
webcast technical
Delivers FY2025 Net Product Sales and Adjusted EBITDA Above Guidance
Expects Net Product Sales between
Mark Reisenauer, Chief Executive Officer, stated: “Our core asset, Rolvedon, continues to represent a meaningful revenue opportunity, as reflected in both our 2025 results and 2026 outlook, and our strong commercial infrastructure and market access capabilities provide a platform to expand and build an oncology portfolio in a disciplined way.
Since taking over as CEO, I’ve taken a close look at our business to understand where we have a real advantage and where we need to stay disciplined. That has reinforced our focus on finding products that leverage our existing capabilities rather than pursuing on-market specialty product acquisitions, which we do not view as a sustainable path for long-term growth. Our priorities are clear: leverage our core strengths, allocate capital thoughtfully, and build a differentiated oncology franchise that drives durable shareholder value.”
Fourth Quarter 2025 Financial Highlights
-
Rolvedon net product sales were
for the fourth quarter of 2025, down from$0.4 million in the prior-year quarter. The expected decline in sales was driven by the sell-in, executed in the third quarter of 2025, which covered the next two quarters of demand to ensure uninterrupted patient supply of Rolvedon as product was transitioned to a new distribution partner and operations were consolidated under a single commercial entity. Rolvedon continues to be a leader in market share in the Medicare Part B clinic space and sales under the new label are expected to begin in the second quarter of 2026.$15.4 million -
Sympazan net product sales grew to
for the fourth quarter of 2025 from$3.1 million in the prior-year quarter, driven by higher volume and favorable payor mix.$2.5 million -
Indocin net product sales were
for both the fourth quarter of 2025 and the prior-year quarter, with volume decline from generic competition offset by higher net pricing.$5.5 million -
Gross margin1 was
75% , up from61% in the prior-year quarter, primarily due to the impact of sales product mix as well as inventory write-downs taken in the prior-year quarter. -
SG&A expenses were
, down from$13.1 million in the prior-year quarter, reflecting lower legal expenses following completion of litigation-related initiatives and lower personnel expenses as a result of restructuring activities in the fourth quarter.$21.4 million -
Adjusted EBITDA2 was a loss of
for the fourth quarter of 2025, compared with earnings of$4.1 million in the prior-year quarter, driven primarily by the impact of lower Rolvedon net product sales.$3.4 million -
Cash, cash equivalents, and short-term investments totaled
as of December 31, 2025, compared to$63.4 million as of September 30, 2025 primarily reflecting impacts from the Rolvedon third quarter sell-in. Cash and cash equivalents will be impacted by working capital variability from the Rolvedon sell-in through the first quarter of 2026.$93.4 million
Full-Year 2025 Financial Highlights
-
Rolvedon net product sales were
for full-year 2025, up from$68.2 million in the prior year. The increase was primarily driven by higher volume, including the third quarter sell-in activity, and a$60.1 million favorable adjustment to prior period returns reserve established in connection with the Spectrum acquisition, partially offset by lower net pricing.$5.4 million -
Sympazan net product sales grew to
for full-year 2025 from$11.3 million in the prior year, driven by higher volume, partially offset by unfavorable payor mix.$10.5 million -
Indocin net product sales were
for full-year 2025, down from$18.9 million in the prior year, reflecting expected volume and pricing impacts from previously announced generic competition.$26.8 million -
Gross margin was
70% in 2025, up from68% in the prior year, primarily due to a year-over-year decrease in inventory write-downs, and prior year inventory step-up amortization not repeating. -
SG&A expenses were
for full-year 2025, down from$69.0 million in the prior year, driven by lower legal costs following completion of litigation-related initiatives, a one-time benefit from employee retention tax credits, and lower personnel-related expenses, partially offset by non-recurring Otrexup decommercialization costs.$75.1 million -
Adjusted EBITDA3 for full-year 2025 was
, up from$22.7 million in the prior year, driven primarily by the impacts of lower SG&A expenses and favorable gross margin.$18.3 million -
Cash, cash equivalents, and short-term investments totaled
as of December 31, 2025, compared to$63.4 million as of December 31, 2024, primarily reflecting working capital impacts from the Rolvedon third quarter sell-in and cash transferred with the divestment of Assertio Therapeutics.$100.1 million
2026 Full Year Financial Guidance
Assertio announced its initial 2026 operating guidance as follows:
Net Product Sales (GAAP) |
|
Adjusted EBITDA (Non-GAAP) |
|
Financial Highlights (unaudited):
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|||||||||||||
(in millions, except per share amounts) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net Product Sales (GAAP) |
$ |
12.8 |
|
|
$ |
29.6 |
|
|
$ |
117.1 |
|
|
$ |
120.8 |
|
|
Net Loss (GAAP) |
$ |
(11.9 |
) |
|
$ |
(10.5 |
) |
|
$ |
(30.4 |
) |
|
$ |
(21.6 |
) |
|
Diluted Net Loss Per Share (GAAP)* |
$ |
(1.86 |
) |
|
$ |
(1.65 |
) |
|
$ |
(4.74 |
) |
|
$ |
(3.40 |
) |
|
Adjusted EBITDA (Non-GAAP)3 |
$ |
(4.1 |
) |
|
$ |
3.4 |
|
|
$ |
22.7 |
|
|
$ |
18.3 |
|
|
Adjusted Earnings Per Share (Non-GAAP)*3 |
$ |
(1.06 |
) |
|
$ |
0.01 |
|
|
$ |
1.42 |
|
|
$ |
0.90 |
|
|
(*) Diluted net loss per share and Adjusted earnings per share for the three months ended December 31, 2024 and the year ended December 31, 2024 have been adjusted to reflect the 1-for-15 reverse stock split effected on December 26, 2025. |
||||||||||||||||
1 Gross margin represents the ratio of net product sales less cost of sales to net product sales.
2 See "Non-GAAP financial measures" below for information about reconciling Adjusted EBITDA to Net Loss.
3 Non-GAAP measures are reconciled to the corresponding GAAP measures in the schedules attached.
Conference Call and Investor Presentation Information
Assertio’s management will host a conference call to discuss its fourth quarter and full year 2025 financial results today:
Date: |
3/16/2026 |
Time: |
4:30 p.m. Eastern Time |
Webcast (live and archive): |
http://investor.assertiotx.com/overview/default.aspx (Events & Webcasts, Investor Page) |
Dial-in numbers: |
1-646-307-1963, Conference ID 3278948 |
To access the live webcast, the recorded conference call replay, and other materials, please visit Assertio’s investor relations website at http://investor.assertiotx.com/overview/default.aspx. Please connect at least 15 minutes prior to the live webcast to ensure adequate time for any software download that may be needed to access the webcast. The replay will be available approximately two hours after the call on Assertio’s investor website.
About Assertio
Assertio is a pharmaceutical company with comprehensive commercial capabilities offering differentiated products designed to address patients’ needs. Our focus is on supporting patients by marketing products primarily in the oncology market. To learn more about Assertio, visit www.assertiotx.com.
Forward Looking Statements
The statements in this communication include forward-looking statements. Forward-looking statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs. Forward-looking statements speak only as of the date they are made or as of the dates indicated in the statements and should not be relied upon as predictions of future events, as there can be no assurance that the events or circumstances reflected in these statements will be achieved or will occur. Forward-looking statements can often, but not always, be identified by the use of forward-looking terminology such as “anticipate,” “approximate,” “believe,” “could,” “estimate,” “expect,” “goal,” “intend,” “may,” “might,” “opportunity,” “plan,” “potential,” “project,” “prospective,” “pursue,” “seek,” “should,” “strategy,” “target,” “will,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those contemplated by the statements, including: Assertio’s ability to grow sales and the commercial success and market acceptance of Rolvedon and Assertio’s other products, including the coverage of Assertio’s products by payors and pharmacy benefit managers; Assertio’s ability to successfully develop and execute its sales, marketing and promotional strategies using its sales force and omni-channel promotion model capabilities; the impact on sales and profits from the entry and sales of generics of Assertio’s products and/or other products competitive with any of Assertio’s products, including, but not limited to, biosimilars and indomethacin suppositories compounded by hospitals and other institutions and a 503B compounder which Assertio believes is violating certain provisions of the Federal Food, Drug and Cosmetic Act; the timing and impact of additional generic approvals and uncertainty around the recent approvals and launches of generic Indocin products, which are not patent protected and now face generic competition; Assertio’s ability to execute the planned simplification of its corporate structure, which includes the recent divestiture of Assertio Therapeutics and ongoing efforts to consolidate operations and align products under a single entity – while ensuring uninterrupted product supply for patients, in a manner that achieves on a timely basis the anticipated operating efficiencies and complies with applicable legal and regulatory requirements; Assertio’s ability to successfully identify and execute business development and other strategic transactions; Assertio’s ability to achieve the expected financial performance from product candidates and/or products we acquire as well as delays, challenges and expenses, and unexpected liabilities and costs associated with obtaining regulatory approval and launching or integrating, as applicable, and operating newly-acquired product candidates and/or products, including its expectations around its ability to grow the sales and profitability of ROLVEDON; expectations regarding changes in product volume and mix and the impact those changes may have on Assertio’s operating results; expectations regarding the recoverability of long-lived assets; expected industry trends, including pricing pressures and managed healthcare practices; Assertio’s ability to retain executive leadership and key employees; the ability of Assertio’s third-party manufacturers to manufacture adequate quantities of commercially salable inventory and active pharmaceutical ingredients for each of Assertio’s products on commercially reasonable terms and in compliance with their contractual obligations to Assertio, and Assertio’s ability to maintain its supply chain which relies on single-source suppliers; the outcome of, and Assertio’s intentions with respect to, any pending and potential future disputes, litigation or government investigations, as well as the costs and expenses associated therewith; the timing, cost and results of Assertio’s clinical studies and other research and development efforts, including the extent to which data from the Rolvedon same-day dosing trial, which was completed in the fourth quarter of 2024 and published in the January 2026 issue of the peer- reviewed journal, The Oncologist, may be subsequently included in the National Comprehensive Cancer Network guidelines to support Assertio’s ongoing commercialization efforts; Assertio’s compliance or non-compliance with, or being subject to, legal and regulatory requirements related to the development or promotion of pharmaceutical products in the
Non-GAAP Financial Measures
To supplement the Company’s financial results presented on a
Specified Items
Non-GAAP measures presented within this release exclude specified items. The Company considers specified items to be significant income/expense items not indicative of current operations. Specified items may include adjustments to interest expense and interest income, income tax expense (benefit), depreciation expense, amortization expense, sales reserves adjustments for products the Company is no longer selling, stock-based compensation expense, fair value adjustments to contingent consideration or derivative liability, expenses or gains recognized for legal settlements, net of any insurance proceeds, losses or other costs incurred upon the divestiture of subsidiaries or cessation of product lines, restructuring charges, amortization of fair value inventory step-up as a result of purchase accounting, transaction-related costs, gains, losses or impairments from adjustments to long-lived assets and assets not part of current operations, changes in valuation allowances on deferred tax assets, and gains or losses resulting from debt refinancing or extinguishment.
Revisions to Specified Items
Beginning with the first quarter of 2025, adjusted EBITDA excludes legal settlement costs incurred during the period, as these charges relate to non-recurring and non-operational matters. Management believes that excluding such items provides investors with a clearer understanding of the Company’s underlying operating performance by removing the impact of items that are not indicative of continuing operations. Prior period amounts of Adjusted EBITDA have been recast to conform to this presentation.
ASSERTIO HOLDINGS, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (in thousands, except per share amounts) (unaudited) |
||||||||||||||||
|
|
|
|
|
||||||||||||
|
|
Three Months Ended December 31, |
|
Year Ended December 31, |
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
Revenues: |
|
|
|
|
|
|
|
|||||||||
Product sales, net |
$ |
12,823 |
|
|
$ |
29,587 |
|
|
$ |
117,100 |
|
|
$ |
120,849 |
|
|
Royalty revenue |
|
719 |
|
|
|
495 |
|
|
|
1,613 |
|
|
|
2,012 |
|
|
Other revenue |
|
— |
|
|
|
2,100 |
|
|
|
— |
|
|
|
2,100 |
|
|
Total revenues |
|
13,542 |
|
|
|
32,182 |
|
|
|
118,713 |
|
|
|
124,961 |
|
|
Costs and expenses: |
|
|
|
|
|
|
|
|||||||||
Cost of sales |
|
3,266 |
|
|
|
11,611 |
|
|
|
35,383 |
|
|
|
39,227 |
|
|
Research and development expenses |
|
486 |
|
|
|
1,286 |
|
|
|
1,690 |
|
|
|
3,822 |
|
|
Selling, general and administrative expenses |
|
13,135 |
|
|
|
21,416 |
|
|
|
69,000 |
|
|
|
75,051 |
|
|
Change in fair value of contingent consideration |
|
— |
|
|
|
(544 |
) |
|
|
(276 |
) |
|
|
(244 |
) |
|
Amortization of intangible assets |
|
5,804 |
|
|
|
6,671 |
|
|
|
29,863 |
|
|
|
25,644 |
|
|
Impairment of intangible assets |
|
— |
|
|
|
5,217 |
|
|
|
1,700 |
|
|
|
5,217 |
|
|
Restructuring charges |
|
2,600 |
|
|
|
— |
|
|
|
2,889 |
|
|
|
720 |
|
|
Total costs and expenses |
|
25,291 |
|
|
|
45,657 |
|
|
|
140,249 |
|
|
|
149,437 |
|
|
Loss from operations |
|
(11,749 |
) |
|
|
(13,475 |
) |
|
|
(21,536 |
) |
|
|
(24,476 |
) |
|
Other income (expense): |
|
|
|
|
|
|
|
|||||||||
Loss on Assertio Therapeutics divestiture |
|
— |
|
|
|
— |
|
|
|
(8,174 |
) |
|
|
— |
|
|
Interest expense |
|
(772 |
) |
|
|
(763 |
) |
|
|
(3,075 |
) |
|
|
(3,039 |
) |
|
Interest income |
|
606 |
|
|
|
780 |
|
|
|
2,665 |
|
|
|
3,221 |
|
|
Other gain, net |
|
168 |
|
|
|
2,709 |
|
|
|
180 |
|
|
|
2,765 |
|
|
Total other income (expense) |
|
2 |
|
|
|
2,726 |
|
|
|
(8,404 |
) |
|
|
2,947 |
|
|
Net loss before income taxes |
|
(11,747 |
) |
|
|
(10,749 |
) |
|
|
(29,940 |
) |
|
|
(21,529 |
) |
|
Income tax (expense) benefit |
|
(181 |
) |
|
|
273 |
|
|
|
(435 |
) |
|
|
(52 |
) |
|
Net loss and comprehensive loss |
$ |
(11,928 |
) |
|
$ |
(10,476 |
) |
|
$ |
(30,375 |
) |
|
$ |
(21,581 |
) |
|
|
|
|
|
|
|
|
|
|||||||||
Basic and diluted net loss per share* |
$ |
(1.86 |
) |
|
$ |
(1.65 |
) |
|
$ |
(4.74 |
) |
|
$ |
(3.40 |
) |
|
Shares used in computing basic and diluted net loss per share* |
|
6,420 |
|
|
|
6,367 |
|
|
|
6,403 |
|
|
|
6,351 |
|
|
(*) Basic and diluted net loss per share and shares used in computing basic and diluted net loss per share for the three months ended December 31, 2024 and the year ended December 31, 2024 have been adjusted to reflect the 1-for-15 reverse stock split effected on December 26, 2025. |
||||||||||||||||
ASSERTIO HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except share data) (unaudited) |
||||||||
|
|
|
||||||
|
|
December 31, |
||||||
|
|
|
2025 |
|
|
|
2024 |
|
ASSETS |
|
|
|
|||||
Current assets: |
|
|
|
|||||
Cash and cash equivalents |
$ |
10,229 |
|
|
$ |
50,588 |
|
|
Short-term investments |
|
53,176 |
|
|
|
49,466 |
|
|
Accounts receivable, net |
|
120,110 |
|
|
|
54,120 |
|
|
Inventories, net |
|
24,120 |
|
|
|
38,308 |
|
|
Prepaid and other current assets |
|
9,011 |
|
|
|
10,067 |
|
|
Total current assets |
|
216,646 |
|
|
|
202,549 |
|
|
Property and equipment, net |
|
444 |
|
|
|
586 |
|
|
Intangible assets, net |
|
48,908 |
|
|
|
80,471 |
|
|
Other long-term assets |
|
972 |
|
|
|
1,126 |
|
|
Total assets |
$ |
266,970 |
|
|
$ |
284,732 |
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|||||
Current liabilities: |
|
|
|
|||||
Accounts payable |
$ |
9,014 |
|
|
$ |
14,736 |
|
|
Accrued rebates, returns and discounts |
|
99,366 |
|
|
|
76,304 |
|
|
Accrued liabilities |
|
14,282 |
|
|
|
18,847 |
|
|
Contingent consideration, current portion |
|
— |
|
|
|
726 |
|
|
Other current liabilities |
|
4,851 |
|
|
|
4,075 |
|
|
Total current liabilities |
|
127,513 |
|
|
|
114,688 |
|
|
Long-term debt |
|
39,124 |
|
|
|
38,813 |
|
|
Other long-term liabilities |
|
6,381 |
|
|
|
10,150 |
|
|
Total liabilities |
|
173,018 |
|
|
|
163,651 |
|
|
Commitments and contingencies |
|
|
|
|||||
Shareholders’ equity: |
|
|
|
|||||
Common stock, |
|
1 |
|
|
|
1 |
|
|
Additional paid-in capital* |
|
797,450 |
|
|
|
794,204 |
|
|
Accumulated deficit |
|
(703,499 |
) |
|
|
(673,124 |
) |
|
Total shareholders’ equity |
|
93,952 |
|
|
|
121,081 |
|
|
Total liabilities and shareholders' equity |
$ |
266,970 |
|
|
$ |
284,732 |
|
|
(*) Shares issued and outstanding, common stock and additional paid-in capital as of December 31, 2024 have been adjusted to reflect the 1-for-15 reverse stock split effected on December 26, 2025. |
||||||||
ASSERTIO HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) |
||||||||
|
|
|
||||||
|
|
Year Ended December 31, |
||||||
|
|
|
2025 |
|
|
|
2024 |
|
Operating Activities |
|
|
|
|||||
Net loss |
$ |
(30,375 |
) |
|
$ |
(21,581 |
) |
|
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: |
|
|
|
|||||
Depreciation and amortization |
|
30,005 |
|
|
|
25,829 |
|
|
Amortization of debt issuance costs |
|
475 |
|
|
|
439 |
|
|
Accretion of interest income from short-term investments |
|
93 |
|
|
|
(542 |
) |
|
Impairment of intangible assets |
|
1,700 |
|
|
|
5,217 |
|
|
Loss on Assertio Therapeutics divestiture |
|
8,174 |
|
|
|
— |
|
|
Recurring fair value measurements of assets and liabilities |
|
(435 |
) |
|
|
(397 |
) |
|
Payment of contingent consideration |
|
(450 |
) |
|
|
(1,730 |
) |
|
Stock-based compensation |
|
3,454 |
|
|
|
5,009 |
|
|
Provisions for inventory |
|
4,510 |
|
|
|
8,960 |
|
|
Changes in assets and liabilities, net of acquisition: |
|
|
|
|||||
Accounts receivable |
|
(65,990 |
) |
|
|
(6,457 |
) |
|
Inventories |
|
9,678 |
|
|
|
(9,583 |
) |
|
Prepaid and other assets |
|
1,209 |
|
|
|
4,334 |
|
|
Accounts payable and other accrued liabilities |
|
(13,292 |
) |
|
|
(1,256 |
) |
|
Accrued rebates, returns and discounts |
|
23,062 |
|
|
|
18,166 |
|
|
Net cash (used in) provided by operating activities |
|
(28,182 |
) |
|
|
26,408 |
|
|
Investing Activities |
|
|
|
|||||
Assertio Therapeutics divestiture |
|
(8,174 |
) |
|
|
— |
|
|
Proceeds from maturities of short-term investments |
|
115,383 |
|
|
|
49,694 |
|
|
Purchases of short-term investments |
|
(119,197 |
) |
|
|
(98,605 |
) |
|
Net cash used in investing activities |
|
(11,988 |
) |
|
|
(48,911 |
) |
|
Financing Activities |
|
|
|
|||||
Payments related to the vesting and settlement of equity awards, net |
|
(189 |
) |
|
|
(350 |
) |
|
Net cash used in financing activities |
|
(189 |
) |
|
|
(350 |
) |
|
Net decrease in cash and cash equivalents |
|
(40,359 |
) |
|
|
(22,853 |
) |
|
Cash and cash equivalents at beginning of year |
|
50,588 |
|
|
|
73,441 |
|
|
Cash and cash equivalents at end of year |
$ |
10,229 |
|
|
$ |
50,588 |
|
|
Supplemental Disclosure of Cash Flow Information |
|
|
|
|||||
Cash paid for interest |
$ |
2,600 |
|
|
$ |
2,600 |
|
|
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP EBITDA and ADJUSTED EBITDA (in thousands) (unaudited) |
||||||||||||||||||
|
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended December 31, |
|
Twelve months ended December 31, |
|
|
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Financial Statement Classification |
GAAP Net Loss |
|
$ |
(11,928 |
) |
|
$ |
(10,476 |
) |
|
$ |
(30,375 |
) |
|
$ |
(21,581 |
) |
|
|
Interest expense |
|
|
772 |
|
|
|
763 |
|
|
|
3,075 |
|
|
|
3,039 |
|
|
Interest expense |
Income tax expense (benefit) |
|
|
181 |
|
|
|
(273 |
) |
|
|
435 |
|
|
|
52 |
|
|
Income tax expense |
Depreciation expense |
|
|
36 |
|
|
|
38 |
|
|
|
142 |
|
|
|
184 |
|
|
Selling, general and administrative expenses |
Amortization of intangible assets |
|
|
5,804 |
|
|
|
6,671 |
|
|
|
29,863 |
|
|
|
25,644 |
|
|
Amortization of intangible assets |
EBITDA (Non-GAAP) |
|
|
(5,135 |
) |
|
|
(3,277 |
) |
|
|
3,140 |
|
|
|
7,338 |
|
|
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
||||||||
Legacy product reserves(1) |
|
|
— |
|
|
|
(2,100 |
) |
|
|
— |
|
|
|
(2,100 |
) |
|
Other revenue |
Stock-based compensation |
|
|
97 |
|
|
|
1,098 |
|
|
|
3,454 |
|
|
|
5,009 |
|
|
Selling, general and administrative expenses |
Change in fair value of contingent consideration (2) |
|
|
— |
|
|
|
(544 |
) |
|
|
(276 |
) |
|
|
(244 |
) |
|
Change in fair value of contingent consideration |
Employee Retention Credits (3) |
|
|
— |
|
|
|
— |
|
|
|
(2,383 |
) |
|
|
— |
|
|
Selling, general and administrative expenses |
Legal settlements, net of insurance proceeds (4) |
|
|
— |
|
|
|
3,965 |
|
|
|
3,543 |
|
|
|
1,149 |
|
|
Selling, general and administrative expenses |
Loss on Assertio Therapeutics divestiture and related charges (5) |
|
|
— |
|
|
|
— |
|
|
|
9,309 |
|
|
|
— |
|
|
Multiple |
Expenses related to decommercialization of Otrexup (6) |
|
|
(900 |
) |
|
|
— |
|
|
|
4,160 |
|
|
|
— |
|
|
Multiple |
Impairment of intangible assets |
|
|
— |
|
|
|
5,217 |
|
|
|
1,700 |
|
|
|
5,217 |
|
|
Impairment of intangible assets |
Restructuring costs (7) |
|
|
2,600 |
|
|
|
— |
|
|
|
2,889 |
|
|
|
720 |
|
|
Restructuring charges |
Other (8) |
|
|
(770 |
) |
|
|
(920 |
) |
|
|
(2,829 |
) |
|
|
1,203 |
|
|
Multiple |
Adjusted EBITDA (Non-GAAP) |
|
$ |
(4,108 |
) |
|
$ |
3,439 |
|
|
$ |
22,707 |
|
|
$ |
18,292 |
|
|
|
(1) |
|
Represents removal of the impact of revenue adjustment to reserves for product sales allowances (gross-to-net-sales allowances) estimates related to previously divested products. |
(2) |
|
The fair value of the contingent consideration is remeasured each reporting period, with changes in the fair value resulting from changes in the underlying inputs being recognized as a benefit or expense in operating expenses until the contingent consideration arrangement is settled. |
(3) |
|
Amounts related to income recognized in the period from the lapsing of the statute of limitations for employee retention tax credits. |
(4) |
|
Legal settlements, net of insurance proceeds, represents the net impact of legal settlements reached in the period. For the twelve months ended December 31, 2025, amount primarily includes the net impact of the Luo securities class action. Prior period amounts of Adjusted EBITDA have been recast to conform to this presentation. |
(5) |
|
For the twelve months ended December 31, 2025, amount includes the |
(6) |
|
Amounts related to costs incurred by the Company related to its decision to cease commercializing Otrexup. For the twelve months ended December 31, 2025, amount includes SG&A costs of |
(7) |
|
Restructuring costs represent non-recurring costs associated with the Company’s announced restructuring plans. |
(8) |
|
Other for the three and twelve months ended December 31, 2025 and 2024 represent the following adjustments (in thousands): |
|
|
Three Months Ended December 31, |
|
Twelve months ended December 31, |
|
|
||||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Financial Statement Classification |
||
Amortization of inventory step-up |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
4,564 |
|
|
Cost of sales |
||
Interest income |
|
|
(606 |
) |
|
|
(780 |
) |
|
|
(2,665 |
) |
|
|
(3,221 |
) |
|
Interest income |
||
Derivative fair value adjustment |
|
|
(164 |
) |
|
|
(140 |
) |
|
|
(164 |
) |
|
|
(140 |
) |
|
Other income, net |
||
Total Other |
|
$ |
(770 |
) |
|
$ |
(920 |
) |
|
$ |
(2,829 |
) |
|
$ |
1,203 |
|
|
|
||
RECONCILIATION OF GAAP NET LOSS and NET LOSS PER SHARE TO NON-GAAP ADJUSTED EARNINGS and ADJUSTED EARNINGS PER SHARE (1) (in thousands, except per share amounts) (unaudited) |
||||||||||||||||
|
|
|
||||||||||||||
|
|
Three Months Ended December 31, |
||||||||||||||
|
|
2025 |
|
2024 |
||||||||||||
|
|
Amount |
|
Diluted EPS (2) |
|
Amount |
|
Diluted EPS*(2) |
||||||||
Net loss per share (GAAP) (2) |
$ |
(11,928 |
) |
|
$ |
(1.86 |
) |
|
$ |
(10,476 |
) |
|
$ |
(1.65 |
) |
|
Add: Convertible debt interest expense and other income statement impacts, net of tax(2) |
|
— |
|
|
|
|
|
— |
|
|
|
|||||
Adjustments |
|
|
|
|
|
|
|
|||||||||
Amortization of intangible assets |
|
5,804 |
|
|
|
|
|
6,671 |
|
|
|
|||||
Legacy products revenue reserves |
|
— |
|
|
|
|
|
(2,100 |
) |
|
|
|||||
Stock-based compensation |
|
97 |
|
|
|
|
|
1,098 |
|
|
|
|||||
Legal settlements, net of insurance proceeds |
|
— |
|
|
|
|
|
3,965 |
|
|
|
|||||
Expenses related to decommercialization of Otrexup |
|
(900 |
) |
|
|
|
|
— |
|
|
|
|||||
Change in fair value of contingent consideration |
|
— |
|
|
|
|
|
(544 |
) |
|
|
|||||
Contingent consideration cash payable (3) |
|
— |
|
|
|
|
|
(1,099 |
) |
|
|
|||||
Impairment of intangible assets |
|
— |
|
|
|
|
|
5,217 |
|
|
|
|||||
Restructuring charges |
|
2,600 |
|
|
|
|
|
— |
|
|
|
|||||
Other |
|
(770 |
) |
|
|
|
|
(920 |
) |
|
|
|||||
Income tax expense, as adjusted (4) |
|
(1,708 |
) |
|
|
|
|
(1,768 |
) |
|
|
|||||
Adjusted earnings (Non-GAAP) |
$ |
(6,805 |
) |
|
$ |
(1.06 |
) |
|
$ |
44 |
|
|
$ |
0.01 |
|
|
|
|
|
|
|
|
|
|
|||||||||
Diluted shares used in calculation (GAAP) *(2) |
|
6,420 |
|
|
|
|
|
6,367 |
|
|
|
|||||
Add: Dilutive effect of stock-based awards and equivalents *(2) |
|
— |
|
|
|
|
|
37 |
|
|
|
|||||
Add: Dilutive effect of 2027 Convertible Notes *(2) |
|
— |
|
|
|
|
|
— |
|
|
|
|||||
Diluted shares used in calculation (Non-GAAP) *(2) |
|
6,420 |
|
|
|
|
|
6,404 |
|
|
|
|||||
|
|
(*) Diluted EPS, Diluted shares used in the calculation of diluted EPS and Adjusted earnings per share for the three months ended December 31, 2024 have been adjusted to reflect the 1-for-15 reverse stock split effected on December 26, 2025. |
(1) |
|
Certain adjustments included here are the same as those reflected in the Company’s reconciliation of GAAP net loss to non-GAAP adjusted EBITDA and therefore should be read in conjunction with that reconciliation and respective footnotes. |
(2) |
|
The Company uses the if-converted method with respect to its convertible debt to compute GAAP and Non-GAAP diluted earnings per share when the effect is dilutive. Under the if-converted method, the Company assumes the 2027 Convertible Notes were converted at the beginning of each period presented and outstanding. As a result, interest expense, net of tax, and any other income statement impact associated with the 2027 Convertible Notes, net of tax, is added back to net income used in the diluted earnings per share calculation. |
|
|
For the three months ended December 31, 2025, the Company’s potentially dilutive convertible debt under the if-converted method and stock-based awards under the treasury-stock method were not included in either the computation of GAAP net loss and diluted net loss per share or non-GAAP adjusted loss and adjusted loss per share, because to do so would be anti-dilutive. |
|
|
For the three months ended December 31, 2024, the Company’s potentially dilutive convertible debt under the if-converted method and stock-based awards under the treasury-stock method were not included in the computation of GAAP net loss and diluted net loss per share, and the potentially dilutive convertible debt under the if-converted method were not included in non-GAAP adjusted earnings and adjusted earnings per share, because to do so would be anti-dilutive. However, the potentially dilutive stock-based awards under the treasury-stock method were included in the computation of non-GAAP adjusted earnings and adjusted earnings per share because the effect was dilutive. |
(3) |
|
Represents the accrued cash payable, if any, of the INDOCIN contingent consideration for the respective period based on |
(4) |
|
Represents the Company’s income tax expense adjustment from the tax effect of pre-tax adjustments excluded from adjusted earnings. The tax effect of pre-tax adjustments excluded from adjusted earnings is computed at the blended federal and state statutory rate of |
RECONCILIATION OF GAAP NET LOSS and NET LOSS PER SHARE TO NON-GAAP ADJUSTED EARNINGS and ADJUSTED EARNINGS PER SHARE (1) (in thousands, except per share amounts) (unaudited) |
||||||||||||||||
|
|
|
||||||||||||||
|
|
Twelve Months Ended December 31, |
||||||||||||||
|
|
2025 |
|
2024 |
||||||||||||
|
|
Amount |
|
Diluted EPS (2) |
|
Amount |
|
Diluted EPS*(2) |
||||||||
Net loss (GAAP) (2) |
$ |
(30,375 |
) |
|
$ |
(4.74 |
) |
|
$ |
(21,581 |
) |
|
$ |
(3.40 |
) |
|
Add: Convertible debt interest expense and other income statement impacts, net of tax (2) |
|
— |
|
|
|
|
|
— |
|
|
|
|||||
Adjustments |
|
|
|
|
|
|
|
|||||||||
Amortization of intangible assets |
|
29,863 |
|
|
|
|
|
25,644 |
|
|
|
|||||
Legacy products revenue reserves |
|
— |
|
|
|
|
|
(2,100 |
) |
|
|
|||||
Stock-based compensation |
|
3,454 |
|
|
|
|
|
5,009 |
|
|
|
|||||
Employee Retention Credits |
|
(2,383 |
) |
|
|
|
|
— |
|
|
|
|||||
Legal settlements, net of insurance proceeds |
|
3,543 |
|
|
|
|
|
1,149 |
|
|
|
|||||
Loss on Assertio Therapeutics divestiture and related charges |
|
9,309 |
|
|
|
|
|
— |
|
|
|
|||||
Expenses related to decommercialization of Otrexup |
|
4,160 |
|
|
|
|
|
— |
|
|
|
|||||
Change in fair value of contingent consideration |
|
(276 |
) |
|
|
|
|
(244 |
) |
|
|
|||||
Contingent consideration cash payable (3) |
|
— |
|
|
|
|
|
(1,352 |
) |
|
|
|||||
Contingent consideration cash payable (3) |
|
1,700 |
|
|
|
|
|
5,217 |
|
|
|
|||||
Restructuring charges |
|
2,889 |
|
|
|
|
|
720 |
|
|
|
|||||
Other |
|
(2,829 |
) |
|
|
|
|
1,203 |
|
|
|
|||||
Income tax expense, as adjusted (4) |
|
(9,889 |
) |
|
|
|
|
(7,507 |
) |
|
|
|||||
Adjusted earnings (Non-GAAP) |
$ |
9,166 |
|
|
$ |
1.42 |
|
|
$ |
6,158 |
|
|
$ |
0.90 |
|
|
|
|
|
|
|
|
|
|
|||||||||
Diluted shares used in calculation (GAAP) *(2) |
|
6,403 |
|
|
|
|
|
6,351 |
|
|
|
|||||
Add: Dilutive effect of stock-based awards and equivalents *(2) |
|
34 |
|
|
|
|
|
516 |
|
|
|
|||||
Add: Dilutive effect of 2027 Convertible Notes *(2) |
|
— |
|
|
|
|
|
— |
|
|
|
|||||
Diluted shares used in calculation (Non-GAAP) *(2) |
|
6,437 |
|
|
|
|
|
6,867 |
|
|
|
|||||
|
|
(*) Diluted EPS, Diluted shares used in the calculation of diluted EPS and Adjusted earnings per share for the year ended December 31, 2024 have been adjusted to reflect the 1-for-15 reverse stock split effected on December 26, 2025. |
|
|
|
(1) |
|
Certain adjustments included here are the same as those reflected in the Company’s reconciliation of GAAP net loss to non-GAAP adjusted EBITDA and therefore should be read in conjunction with that reconciliation and respective footnotes. |
(2) |
|
The Company uses the if-converted method with respect to its convertible debt to compute GAAP and non-GAAP diluted earnings per share when the effect is dilutive. Under the if-converted method, the Company assumes the 2027 Convertible Notes were converted at the beginning of each period presented and outstanding. As a result, interest expense, net of tax, and any other income statement impact associated with the 2027 Convertible Notes, net of tax, is added back to net income used in the diluted earnings per share calculation. |
|
|
For the twelve months ended December 31, 2025 and 2024, the Company’s potentially dilutive convertible debt under the if-converted method and stock-based awards under the treasury-stock method were not included in the computation of GAAP net loss and diluted net loss per share, and the potentially dilutive convertible debt under the if-converted method were not included in non-GAAP adjusted earnings and adjusted earnings per share, because to do so would be anti-dilutive. However, the potentially dilutive stock-based awards under the treasury-stock method were included in the computation of non-GAAP adjusted earnings and adjusted earnings per share because the effect was dilutive. |
(3) |
|
Represents the accrued cash payable, if any, of the INDOCIN contingent consideration for the respective period based on |
(4) |
|
Represents the Company’s income tax expense adjustment from the tax effect of pre-tax adjustments excluded from adjusted earnings. The tax effect of pre-tax adjustments excluded from adjusted earnings is computed at the blended federal and state statutory rate of |
View source version on businesswire.com: https://www.businesswire.com/news/home/20260316015407/en/
Investor Contact
Longacre Square Partners
assertio@longacresquare.com
Source: Assertio Holdings, Inc.