Five Prime Presents First Preclinical Data on Anti-CCR8 Antibody FPA157

On November 11, 2020 Five Prime Therapeutics, Inc. (NASDAQ: FPRX) reported the first preclinical data from its anti-CCR8 FPA157 program at The Society for Immunotherapy of Cancer (SITC) (Free SITC Whitepaper) 35th Anniversary Annual Meeting & Pre-Conference Programs (SITC 2020) (Press release, Five Prime Therapeutics, NOV 11, 2020, View Source [SID1234570607]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

The poster, "Development of FPA157, an anti-CCR8 depleting antibody engineered to preferentially eliminate tumor-infiltrating T regulatory cells," was presented in a late-breaker live Q&A session and is available here.

Key highlights from the poster included:

CCR8 expression is highly restricted to T regulatory (Treg) cells within the tumor
Preclinical efficacy studies demonstrate that anti-CCR8 antibody treatment depletes CCR8+ Tregs in the tumor microenvironment while sparing peripheral Treg subsets
Anti-CCR8 treatment elicits the development of robust anti-tumor memory responses
FPA157 leads to potent natural killer (NK) cell-dependent killing of CCR8+ target cells
"Preclinical data for FPA157 suggest that selective depletion of regulatory T cells within the tumor— without affecting peripheral Tregs—is a promising and exciting therapeutic pathway to pursue," said Andrew Rankin, PhD, Vice President of Research. "This is the first time we are publicly sharing information about the CCR8 inhibitor antibody in the Five Prime immuno-oncology pipeline and to do so at SITC (Free SITC Whitepaper) is very rewarding. We are eager to further investigate the potential of FPA157 in the clinic."

There will be two live Q&A sessions with poster author Edwina Naik, PhD, Associate Director, Immuno-Oncology Research. The first is today, November 11, 2020 from 5:15-5:45pm EST and the second is on November 13, 2020 from 4:40-5:10pm EST.

About FPA157

FPA157 is a monoclonal antibody targeting CCR8 that is designed to enhance antibody-dependent cell-mediated cytotoxicity (ADCC) and deplete the T regulatory cell (Treg) population in the tumor microenvironment. Tregs inhibit anti-tumoral immune responses and act through multiple suppressive mechanisms.1,2 FPA157 is part of the Five Prime immuno-oncology antibody pipeline and is undergoing IND-enabling studies.

Ascendis Pharma A/S to Host Virtual Oncology R&D Day on Friday, November 20

On November 11, 2020 Ascendis Pharma A/S (Nasdaq: ASND), a biopharmaceutical company that utilizes its innovative TransCon technologies to create product candidates that address unmet medical needs, reported that the company will host a virtual Oncology R&D Day on Friday, November 20, 2020 (Press release, Ascendis Pharma, NOV 11, 2020, View Source [SID1234570606]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

The event will provide an overview on the company’s strategy to apply the TransCon technology platform, which has been clinically validated in endocrinology rare disease, to our second therapeutic area of oncology to create product opportunities that have the potential to represent a paradigm shift in treating patients with cancer.

The event will include updates on Ascendis’ two leading oncology programs: TransCon TLR7/8 Agonist and TransCon IL-2 β/γ, for long-lasting activation of Toll-like receptor (TLR)7/8 or interleukin-2 ( IL-2) receptor β/γ, respectively.

Oncology R&D Day Conference Call and Webcast information

Ascendis Pharma will host a conference call and webcast on Friday, November 20, 2020 at 12:00 p.m. Eastern Time (ET) to provide an overview and update the company’s oncology product pipeline. Details include:

A live webcast of the conference call will be available on the Investors and News section of the Ascendis Pharma website at www.ascendispharma.com. A webcast replay will also be available on this website shortly after conclusion of the event for 30 days.

MorphoSys Reports Nine Months and Third Quarter 2020 Results

On November 11, 2020 MorphoSys AG (FSE: MOR; Prime Standard Segment; MDAX & TecDAX; NASDAQ: MOR) reported that results for the first nine months and third quarter of 2020 (Press release, MorphoSys, NOV 11, 2020, View Source [SID1234570604]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

Financial Results for the First Nine Months of 2020

Group revenue in the first nine months of 2020 totaled € 291.7 million (9M 2019: € 60.7 million)
Monjuvi(R) (tafasitamab-cxix) delivered Q3 sales of US$ 5.0 million (€ 4.4 million) since launch in mid-August 2020
Royalties were € 30.3 million (9M 2019: € 23.0 million)
EBIT amounted to € 101.8 million (9M 2019: € -56.3 million)
Liquidity equaled € 987.2 million on September 30, 2020 (December 31, 2019: € 357.4 million); pro-forma liquidity end of September, including the convertible bond issuance in October: approx. € 1.3 billion
Financial guidance for 2020 increased: Group revenues in the range of € 317 to € 327 million (previously: € 280 to € 290 million) and an EBIT in the range of € 10 to € 20 million (previously: € -15 to € +5 million). R&D expenses are expected to remain unchanged in the range of € 130 to € 140 million

Corporate and Program Updates for the Third Quarter

Monjuvi(R) (tafasitamab-cxix)

U.S. FDA approved Monjuvi(R) (tafasitamab-cxix) in the U.S. in combination with lenalidomide for the treatment of adult patients with relapsed or refractory diffuse large B-cell lymphoma (DLBCL) not otherwise specified, including DLBCL arising from low grade lymphoma, and who are not eligible for autologous stem cell transplant on July 31, 2020
First patient dosed on August 13 with Monjuvi(R) (tafasitamab-cxix)
Monjuvi(R) (tafasitamab-cxix) included in the latest National Comprehensive Cancer Network(R) Clinical Practice Guidelines (NCCN Guidelines(R)) in Oncology for B-cell lymphomas on August 18
Effective coverage of key accounts as well as leading share of voice achieved

Felzartamab (MOR202)

M-PLACE study in membranous nephropathy ongoing; the safety run-in is about to be completed and the full enrollment phase will open
MOR210/TJ210

U.S. FDA cleared the Investigational New Drug application (IND) for MorphoSys’ investigational human anti-C5aR1 antibody MOR210/TJ210 for the treatment of patients suffering from relapsed or refractory advanced solid tumors in September 2020. The phase 1 clinical trial is expected to begin in Q4 2020
Tremfya(R) (guselkumab)

U.S. FDA approval of Tremfya(R) (guselkumab) as a treatment for adult patients with active psoriatic arthritis in July 2020
Corporate Developments

Jens Holstein, Chief Financial Officer (CFO), had decided to step down as CFO and member of the company’s Management Board. A search is ongoing to identify the future Chief Financial Officer
Significant Events After the End of the Third Quarter

On October 13, 2020, MorphoSys placed successfully unsubordinated, unsecured convertible bonds due 2025 in an aggregate principal amount of € 325 million. The bonds will be convertible into new and/or existing no-par value ordinary bearer shares of MorphoSys
On November 11, 2020, MorphoSys and Cherry Biolabs, a spin-off from the University Hospital Würzburg, announced that they entered into a licensing agreement granting MorphoSys the rights to apply Cherry Biolabs’ innovative, multispecific Hemibody technology to six exclusive targets. This Hemibody technology, in combination with MorphoSys’ antibody know-how and technologies, offers the potential to generate novel T-cell engaging medicines with higher precision and better safety profiles for the treatment of cancer patients. Financial details were not disclosed
On November 11, 2020, MorphoSys announced a clinical collaboration with Xencor and Incyte to develop tafasitamab in combination with plamotamab, Xencor’s clinical stage CD20xCD3 targeting bispecific antibody. This collaboration will investigate the combination of tafasitamab with plamotamab in r/r DLBCL, first-line DLBCL and r/r FL. Xencor will sponsor the study with MorphoSys and Incyte providing access to tafasitamab
In November 2020, a further antibody from the long-term collaboration between MorphoSys and Novartis entered clinical development. This triggered a milestone payment to MorphoSys
"Throughout the quarter, we made great progress in all dimensions of our business – from commercial to advancing our late stage clinical portfolio to accelerating our research. Despite COVID-19 challenges, our Monjuvi launch is fully on track and continues to build strong momentum in the U.S., confirming the value Monjuvi brings to patients", said Jean-Paul Kress, M.D., Chief Executive Officer of MorphoSys. "We are building on the strength of our R&D portfolio with two very significant new partnerships, including advancing our vision of tafasitamab as the backbone for other therapeutic combinations with our Xencor CD20xCD3 bispecifics collaboration."

"We continuously invest in the success of our launch and the promise of our proprietary compounds aiming to help patients with a high unmet medical need as well as to generate sustainable value and return for our shareholders" commented Jens Holstein, Chief Financial Officer of MorphoSys. "With a pro-forma liquidity of approx. € 1.3 billion by end of September taking into account the convertible bond issuance in October, we are well suited to grow the company in the years ahead to the benefit of our stakeholders."

Financial Review for the Third Quarter of 2020 (IFRS)

Group revenues for the third quarter of 2020 increased to € 22.0 million (Q3 2019: € 12.5 million). This increase resulted primarily from the first-time recognition of Monjuvi(R) (tafasitamab-cxix) product sales and from service fees for the assignment of personnel to R&D collaborations. Group revenues include revenues of US$ 5.0 million (€ 4.4 million) from the first-time recognition of Monjuvi(R) (tafasitamab-cxix) product sales. Royalties amounted to € 10.2 million (Q3 2019: € 9.3 million).

In the Proprietary Development segment, MorphoSys researches and develops its own drug candidates for cancer and inflammation. In Q3 2020, this segment recorded revenues of € 10.5 million (Q3 2019: € 1.4 million). The rise is primarily due to the Monjuvi(R) (tafasitamab-cxix) product sales and the service fees for the assignment of personnel to R&D collaborations as explained above.

In the Partnered Discovery segment, MorphoSys applies its proprietary technology to discover new drug candidates for pharmaceutical companies and thus participates in its partners’ development advancements through R&D funding, licensing fees, success-based milestone payments and royalties. Revenues in the Partnered Discovery segment slightly increased to € 11.5 million in Q3 2020 from € 11.0 million in Q3 2019.

Total operating expenses increased to € 84.0 million from € 40.3 million in the same time period last year, due to the expenditure in relation to the Monjuvi(R) (tafasitamab-cxix) U.S. commercialization as well as the further expansion of MorphoSys US Inc. Cost of sales amounted to € 3.7 million versus € 1.0 million in the same quarter of 2019, while R&D expenses rose to € 34.2 million as compared to € 25.9 million in Q3 2019. Selling expenses in Q3 2020 increased to € 32.9 million (Q3 2019: € 4.4 million) and general and administrative expenses to € 13.3 million (Q3 2019: € 9.0 million). The increase of the two latter was primarily driven by higher personnel expenses and expenses for external services in association with the Monjuvi(R) (tafasitamab-cxix) launch. Selling expenses also comprised expenses for services rendered by Incyte in connection with the joint U.S. activities.

Earnings before interest and taxes (EBIT) for the Group amounted to € -61.7 million in Q3 2020 versus € -27.0 million in Q3 of the previous year. The Proprietary Development segment reported an EBIT of € -61.7 million (Q3 2019: € -30.4 million), while the Partnered Discovery segment delivered an EBIT of € 9.3 million (Q3 2019: € 8.8 million). The consolidated net loss was € -65.3 million (Q3 2019: € -24.2 million). Basic earnings per share were € -2.00 compared to € -0.76 in Q3 2019.

On September 30, 2020, the Group’s liquidity position amounted to € 987.2 million. This liquidity position is reported on the balance sheet under the items "cash and cash equivalents", "financial assets at fair value through profit or loss", and current and non-current "other financial assets at amortized cost". The cash inflow from the convertible offering in October is therefore not included in this amount.

The number of shares issued totaled 32,890,046 at the end of Q3 2020 (year-end 2019: 31,957,958).

Results for the First 9 Months 2020 (IFRS)

During the first 9 months of 2020, Group revenues increased to € 291.7 million from € 60.7 million in the same time period last year. This rise resulted primarily from the collaboration and license agreement with Incyte. Research and development expenses amounted to € 86.6 million versus € 75.3 million in the same time period last year. EBIT rose to € 101.8 million, compared to € -56.3 million for 9M 2019.

Financial Guidance and Operational Outlook for 2020

For the financial year 2020, MorphoSys increased its financial guidance. Management now expects Group revenues in the range of € 317 to € 327 million (previously: € 280 to € 290 million) and an EBIT in the range of € 10 to € 20 million (previously: € -15 to € +5 million). R&D expenses are expected to remain unchanged in the range of € 130 to € 140 million. This updated guidance reflects higher revenues from partnerships and collaborations and Tremfya(R) royalties are expected to be at the upper end of guidance. In addition, it now also includes revenues from product sales of Monjuvi(R) following its approval and subsequent launch in the U.S. This updated guidance is based on constant currency exchange rates and does not include any effects from potential in-licensing or co-development deals for new development candidates. The operational and financial guidance might potentially be impacted by the ongoing global COVID-19 crisis on MorphoSys’ business operations including but not limited to the Company’s supply chain, clinical trial conduct, as well as timelines for regulatory and commercial execution. While MorphoSys is maintaining its previously communicated guidance on its clinical trials, these could potentially be affected in terms of patient enrollment and data collection timelines, among other factors.

Ongoing Trials and Other Highlights

Monjuvi(R) (tafasitamab-cxix)

Launch of Monjuvi(R) (tafasitamab-cxix) using a combination of virtual engagement tools to address customer needs and to grow connectivity with customers, following Monjuvi(R) (tafasitamab-cxix)’s FDA approval on July 31, 2020
Monjuvi(R) (tafasitamab-cxix) was shipped to specialty distributors, the first customer order served in the first week post approval, and the first patient was dosed in the second week post approval

Tafasitamab

Expansion of tafasitamab’s clinical development beyond DLBCL under the collaboration and licensing agreement with Incyte
All activities on track to start frontMIND study (pivotal phase 3 study in first-line DLBCL) in 2021; enrollment completed for phase 1b firstMIND study
Pivotal phase 3 study in patients with relapsed or refractory follicular lymphoma (r/r FL) will start in 2021
Continue pivotal phase 3 trial evaluating tafasitamab plus bendamustine in r/r DLBCL in comparison to rituximab and bendamustine (B-MIND trial)
Continue phase 2 COSMOS trial of tafasitamab with idelalisib and venetoclax in CLL/SLL
Felzartamab (MOR202)

I-Mab: Continue pivotal development program with felzartamab in multiple myeloma in the Chinese region
MorphoSys: Continue clinical development of felzartamab in membranous nephropathy
Otilimab (MOR103/GSK3196165)

GSK to continue clinical phase 3 development program with otilimab in rheumatoid arthritis
GSK also started a clinical trial (OSCAR) to evaluate the efficacy and safety of otilimab in patients with severe pulmonary COVID-19-associated disease. According to information on www.clinicaltrials.gov, up to 800 patients are expected to be enrolled in the OSCAR study and data are expected in the first half of 2021
Tremfya(R) (guselkumab)

Janssen Research & Development, LLC. (Janssen) is currently conducting a series of clinical studies with Tremfya(R) (guselkumab) in various indications. Recent reported milestones include:
On July 14, 2020, Janssen announced the U.S. FDA approval of Tremfya(R) (guselkumab) as a treatment for adult patients with active psoriatic arthritis
On October 12, 2020, Janssen presented interim data from the GALAXI 1 study at the United European Gastroenterology Week virtual congress which showed Tremfya(R) (guselkumab) results at week 12 in adult patients with moderately to severely active Crohn’s disease (CD). Tremfya(R) induced significant improvements compared to placebo across key clinical and endoscopic outcome measures, with a safety profile consistent with approved indications
On October 16, 2020, Janssen announced a positive opinion from the Committee for Medicinal Products for Human Use (CHMP) of the European Medicines Agency (EMA) recommending the expanded use of Tremfya(R) (guselkumab) for the treatment of adult patients with active psoriatic arthritis (PsA) in the European Union

Novartis

In September 2020, Novartis started a clinical phase 2 study for NOV-14 (CSJ117) in patients with severe uncontrolled asthma and for NOV-8 (CMK389) in patients with chronic pulmonary sarcoidosis according to information on www.clinicaltrials.gov
Other partnered programs

Publication of clinical data and achievement of regulatory milestones from other partnered programs may occur during 2020. Whether, when and to what extent news will be published following the primary completion of trials in the Partnered Discovery segment is at the full discretion of MorphoSys’ partners
MorphoSys will continue to support its proprietary development activities by evaluating potential in-licensing, co-development, acquisition opportunities or the potential initiation of new proprietary development programs with the goal of maintaining and expanding the Company’s position in its current therapeutic and technological fields of activities.

MorphoSys continues its expansion of strategic presence of MorphoSys US Inc.

Update on the Impact of the Global COVID-19 Pandemic

MorphoSys recognizes the impact of the global COVID-19 pandemic on healthcare systems and society worldwide, as well as the resulting potential impact on preclinical and clinical programs, especially clinical trials. In addition to the steps already communicated to mitigate the impact of the pandemic on MorphoSys’ employees, patients and the wider community, further measures may need to be implemented in the future. MorphoSys will take a variety of factors into consideration, such as a potential adaptation of clinical trials due to restrictions on visits to healthcare facilities, increased demands on healthcare services and changes in the availability of study personnel. MorphoSys continuously monitors the situation and takes appropriate decisions on a case-by-case basis to ensure the safety of patients, study personnel and other stakeholders, as well as to safeguard data integrity
The MorphoSys and Incyte sales and medical teams use a combination of virtual forms of communication and in-person interactions for the commercialization of Monjuvi(R) (tafasitamab-cxix) and are able to adapt to challenges related to the COVID-19 pandemic in the United States
Patient enrollment in all ongoing tafasitamab studies is continuing as planned. Patients with DLBCL suffer from a life-threatening disease that requires treatment and usually does not allow a delay in therapy. However, a potential delay in recruitment cannot be ruled out due to the factors mentioned above
Patient enrollment for the M-PLACE study with felzartamab (MOR202) continued as planned
* Percentage point

** Tremfya(R) (guselkumab) and Monjuvi(R) (tafasitamab-cxix) are still considered as clinical programs due to ongoing studies in various indications and/or treatment lines

*** Including otilimab (MOR103/GSK3196165), which is fully out-licensed to GSK

MorphoSys will hold its conference call and webcast tomorrow, November 12, 2020, to present the 9-month financial results 2020 and the further outlook for 2020.

Dial-in number for the analyst conference call (in English) at 2:00pm CET; 1:00pm GMT; 8:00am EST:

About Monjuvi(R) (tafasitamab-cxix)
Monjuvi is a humanized Fc-modified cytolytic CD19 targeting monoclonal antibody. In 2010, MorphoSys licensed exclusive worldwide rights to develop and commercialize tafasitamab from Xencor, Inc. Tafasitamab incorporates an XmAb(R) engineered Fc domain, which mediates B-cell lysis through apoptosis and immune effector mechanism including antibody-dependent cell-mediated cytotoxicity (ADCC) and antibody-dependent cellular phagocytosis (ADCP).

Monjuvi is approved by the U.S. Food and Drug Administration in combination with lenalidomide for the treatment of adult patients with relapsed or refractory diffuse large B-cell lymphoma (DLBCL) not otherwise specified, including DLBCL arising from low grade lymphoma, and who are not eligible for autologous stem cell transplant (ASCT).

In January 2020, MorphoSys and Incyte entered into a collaboration and licensing agreement to further develop and commercialize Monjuvi globally. Monjuvi will be co-commercialized by Incyte and MorphoSys in the United States. Incyte has exclusive commercialization rights outside the United States.

A marketing authorization application (MAA) seeking the approval of tafasitamab in combination with lenalidomide in the EU has been validated by the European Medicines Agency (EMA) and is currently under review for the treatment of adult patients with relapsed or refractory DLBCL, including DLBCL arising from low grade lymphoma, who are not candidates for ASCT.

Tafasitamab-cxix is being clinically investigated as a therapeutic option in B-cell malignancies in a number of ongoing combination trials.

Monjuvi(R) is a registered trademark of MorphoSys AG.
XmAb(R) is a registered trademark of Xencor, Inc.
NCCN(R) and National Comprehensive Cancer Network(R) are registered trademarks of National Comprehensive Cancer Network, Inc.

Alector to Present at the Stifel 2020 Virtual Healthcare Conference

On November 11, 2020 Alector, Inc. (Nasdaq: ALEC), a clinical-stage biotechnology company pioneering immuno-neurology, reported that Sabah Oney, Ph.D., chief business officer of Alector, will participate in a fireside chat at the Stifel 2020 Virtual Healthcare Conference on Wednesday, November 18, 2020, at 4:40 p.m. ET (Press release, Alector, NOV 11, 2020, View Source [SID1234570603]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

A live webcast of the fireside chat will be available on the "Events & Presentations" page within the Investors section of the Alector website at View Source A replay will be available on the Alector website for 30 days following the event.

PDL BioPharma Reports 2020 Third Quarter Financial Results and Sets Date To File a Certificate of Dissolution

On November 11, 2020 PDL BioPharma, Inc. ("PDL" or "the Company") (Nasdaq: PDLI) reported financial results for the three and nine months ended September 30, 2020 and provides an update on important milestones achieved in the execution of its monetization and liquidation plan (Press release, PDL BioPharma, NOV 11, 2020, View Source [SID1234570602]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

"We have made tremendous progress in the execution of our asset monetization strategy," commented PDL’s President and CEO Dominique Monnet. "We are in a strong position as we prepare to file for dissolution under Delaware state law, that our Board has determined will occur on January 4, 2021. Initiating the Delaware dissolution process at this time will enable us to accelerate the distribution of our remaining assets to our stockholders after completion of the Safe Harbor process. I would like to thank the PDL Board and team, our advisors and our LENSAR and Noden colleagues for what we have accomplished together since the beginning of this challenging year. I am grateful to our remaining team members for their continued focus on completing our liquidation process and maximizing its proceeds for the benefit of our stockholders."

Third Quarter and Recent Accomplishments

On August 12, 2020, PDL announced that it entered into a settlement agreement (the "Settlement Agreement") with related entities of Defined Diagnostics, LLC (f/k/a Wellstat Diagnostics, LLC) ("Wellstat Diagnostics" and, together with such related entities, the "Wellstat Parties") resolving previously reported litigation relating to loans made to Wellstat Diagnostics by PDL. Under the terms of the Settlement Agreement, the Wellstat Parties paid an amount of $7.5 million upon the signing of the Settlement Agreement and are to pay either (1) $5.0 million by February 10, 2021 and $55.0 million by July 26, 2021; or (2) $67.5 million by July 26, 2021. If the Wellstat Parties fail to make payment in full by July 26, 2021, PDL shall be authorized to record and confess judgment against the Wellstat Parties for an amount of $92.5 million or such lesser amount as may be owed under the Settlement Agreement.
On August 31, 2020, PDL completed the sale of Kybella, Zalviso and Coflex royalties to SWK Holdings Corporation for $4.35 million in cash, approximately $3.9 million of which was received by PDL in the third quarter.
On September 9, 2020, PDL completed the divestiture of its wholly owned subsidiaries Noden Pharma DAC and Noden Pharma USA (collectively "Noden") to Stanley Capital. The total value of the transaction will result in payments to PDL of up to $52.83 million in cash, $12.2 million of which was received in the third quarter.
PDL received notices in the third quarter of 2020 to convert $11.2 million par value of its convertible notes due in December 2021, representing 81% of the remaining 2021 notes. After this conversion period, $3.6 million of the 2021 and 2024 convertible notes in aggregate will remain outstanding.
On October 1, 2020, PDL completed the spin-off of all of its shares in its majority owned subsidiary LENSAR, Inc. ("LENSAR") to PDL stockholders.
PDL intends to file a Certificate of Dissolution with the State of Delaware on January 4, 2021

In July 2020, PDL issued its proxy statement that requested approval by the stockholders of a Plan of Dissolution as the most efficient manner of winding up the Company’s business and distributing the proceeds of its liquidation process to the stockholders. At PDL’s 2020 Annual Meeting of Stockholders on August 19, 2020, PDL’s stockholders approved the Plan of Dissolution and authorized the PDL Board of Directors ("the Board") to file a certificate of dissolution with the State of Delaware (the "Certificate of Dissolution") upon its determination that such a filing is in the best interests of PDL stockholders. At its November 5, 2020 meeting, the Board resolved that the Certificate of Dissolution will be filed on January 4, 2021. Please refer to the Plan of Dissolution in PDL’s Proxy Statement for a detailed discussion of dissolution, but note the following:

PDL will continue its existence for three years after filing the Certificate of Dissolution, or such longer period as the Delaware Court of Chancery may direct, for the purpose of prosecuting and defending suits, settling and closing its business, disposing of and conveying its property, discharging its liabilities and distributing to its stockholders any remaining assets.
Before distributions are made to PDL’s stockholders, PDL will follow the Safe Harbor Procedures found in Sections 280 and 281(a) of the Delaware General Corporate Law (DGCL) to resolve current, contingent and likely unknown claims against the Company. Generally, the Safe Harbor Procedures reduce the potential liability of the Company’s stockholders and directors from future claims. Under the Safe Harbor Procedures, PDL will petition the Delaware Court of Chancery to determine the amount and form of security that will be set aside before distributions are made to PDL’s stockholders. Upon completion of the Safe Harbor Procedures, PDL will distribute its remaining assets to its stockholders. PDL does not anticipate making any distributions to stockholders before the Safe Harbor Procedures are completed.
PDL will engage with Nasdaq regarding the delisting of the Company’s common stock, which it expects will occur after market close on December 31, 2020. PDL does not anticipate transferring into OTC trading. The Company’s transfer books will close as of the filing of the certificate of dissolution, expected to occur on January 4, 2021 (the "Final Record Date"). After such time, the Company will not record any further transfers of its common stock, except pursuant to the provisions of a deceased stockholder’s will, intestate succession, or by operation of law, and PDL will not issue any new stock certificates, other than replacement certificates. In addition, after the Final Record Date, the Company will not issue any shares of its common stock upon exercise of outstanding stock options. As a result of the closing of PDL’s transfer books, it is anticipated that distributions, if any, made in connection with the Dissolution will be made pro rata to the same stockholders of record as the stockholders of record as of the Final Record Date, and it is anticipated that no further trading of the Company’s common stock will occur after the Final Record Date.

Presentation of Financial Position and Results of Operations

Liquidation Basis of Accounting

As a result of the approval by the Company’s stockholders on August 19, 2020 to pursue dissolution of the Company, PDL’s basis of accounting transitioned, effective September 1, 2020, from the going concern basis of accounting ("Going Concern Basis") to the liquidation basis of accounting ("Liquidation Basis") in accordance with U.S. Generally Accepted Accounting Principles. Under the Liquidation Basis, all assets are stated at their estimated liquidation value. Contractual liabilities under the Liquidation Basis are measured in accordance with applicable GAAP and all other liabilities, including costs associated with implementing the wind-down of the Company, are recorded at their estimated settlement amounts over the expected liquidation period.

Given the adoption of the Liquidation Basis on September 1, 2020, the results of operations for the three and nine months ended September 30, 2020 are not comparable to prior-year periods or with other interim periods in the current year presented under the Going Concern Basis primarily due to the differing accounting methods. See Table 1 for the results of operations for the two and eight months ended August 31, 2020 and for the three and nine months ended September 30, 2019 under the Going Concern Basis.

Under the Liquidation Basis, the values of the Company’s assets and liabilities include management’s estimate of income to be generated from the remaining assets until the anticipated date of sale, estimated sales proceeds, estimates for operating expenses and expected amounts required to settle liabilities. The estimated liquidation values for assets derived from future revenue streams and asset sales and the settlement of estimated liabilities are reflected on the Condensed Consolidated Statement of Net Assets in Liquidation in Table 2. The actual amounts realized could differ materially from the estimated amounts. The changes in net assets in liquidation are presented in a Condensed Consolidated Statement of Changes in Net Assets. See Table 3 for the changes from September 1, 2020, the date of adoption of Liquidation Basis, to September 30, 2020, the end of the third quarter.

Statement of Net Assets in Liquidation

As of September 30, 2020, prior to the spin-off of LENSAR, net assets in liquidation were $494.7 million. Please see Table 2.
Total assets as of September 30, 2020 were $604.0 million and consisted primarily of our remaining royalty assets, LENSAR’s assets prior to the spin-off, cash and cash equivalents, and a tax receivable reflecting the amounts expected to be refunded under the CARES Act.
The CARES Act receivable as of September 30, 2020 is estimated to be $80.5 million and includes, in addition to the losses from operations, the ordinary losses incurred on the Noden transaction and the sale of the royalty assets.
Total assets also included an Intangible Asset for LENSAR, which reflects the step up in the value of the entity to its enterprise value prior to its spin-off on October 1, 2020. Net assets attributable to LENSAR on September 30, 2020 were $112.4 million.
Total liabilities as of September 30, 2020 were $109.3 million and consisted primarily of amounts accrued for an ongoing audit by the California Franchise Tax Board for the tax years 2009 through 2015, amounts owed under our convertible notes and amounts accrued for estimated operating expenses to be incurred through dissolution.
The pro forma column in Table 2 presents the September 30, 2020, Condensed Consolidated Statement of Net Assets excluding LENSAR’s assets and liabilities. It also reflects an estimated $11.8 million reduction in the September 30, 2020 CARES Act receivable resulting from the inclusion in taxable income of the expected gain on the spin-off of LENSAR that will be recorded in the fourth quarter.
Other Financial Highlights

Net cash received from all royalty rights for the first nine months of 2020 was $42.6 million, down 27% from $58.3 million for the prior-year nine-month period, primarily due to a decline in the net price of Glumetza year over year. See Table 4.
Regarding royalty rights remaining after the SWK transaction, i.e., royalties on Glumetza and other combination products of metformin using Assertio’s modified release technology as well as royalties on sales of Cerdelga, net cash received was $41.8 million first nine months of 2020 and $17.4 million for the three-months ended September 30, 2020.
Stock and Convertible Note Repurchase Program

In January 2020, PDL began repurchasing shares of its common stock in the open market pursuant to a 10b5-1 program entered into in December 2019 following a $275 million repurchase plan approved by the Board. For the year-to-date 2020, the Company acquired 12.3 million shares of its common stock for $39.4 million, at an average cost of $3.20 per share, including commissions.
For the year-to-date 2020 under this same repurchase plan, the Company also repurchased $15.9 million par value of convertible notes.
In consideration of the impact and uncertainty introduced by the COVID-19 pandemic on the Company’s monetization process, the Company discontinued its 10b5-1 program on May 31, 2020.
Through September 30, 2020, the total amount spent of the $275 million Board authorized repurchase program, including the value of the Company’s stock issued in connection with the December 2019 convertible debt exchange, was $213.0 million.
Pursuant to the stockholders’ approval on August 19, 2020 of a plan to dissolve the Company under Delaware state law, a fundamental change provision under PDL’s convertible note indentures was triggered that enabled bondholders to tender their bonds for cash settlement totaling the outstanding principal plus accrued interest or, alternatively, to exercise their conversion rights under the indentures. Both options expired near the end of September 2020. No bonds were tendered to PDL for payment, but bondholders holding $11.2 million par value of the 2021 convertible notes exercised their conversion rights. The Company intends to settle the conversion of these notes entirely with cash on hand, which will occur near the end of the fourth quarter of 2020.
As of October 31, 2020, the Company had approximately 114.2 million shares of common stock outstanding.
Conference Call and Webcast

PDL will hold a conference call to discuss financial results and provide a business update at 4:30 p.m. Eastern time today. Slides to accompany the conference call will be available in the Investor Relations section of View Source." target="_blank" title="View Source." rel="nofollow">View Source

To access the live conference call via phone, please dial (833) 685-0901 from the U.S. or (412) 317-5734 internationally. The conference ID is 10149211. A telephone replay will be available for one week beginning approximately one hour after the completion of the call and can be accessed by dialing (877) 344-7529 from the U.S., (855) 669-9658 from Canada or (412) 317-0088 internationally. The replay passcode is 10149211.

To access the live and subsequently archived webcast of the conference call, go to the Investor Relations section of View Source and select "Events & Presentations."