What changed in this filing

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Item 1. Financial Statements

2025-11-13 compared with 2025-08-14 · 136 added, 99 removed, 532 unchanged (31% of the section changed)

3 unchanged sentences

Dollars and shares in thousands)

June 30, 2025

December 31, 2024

September 30,

Current assets

2 unchanged sentences

Prepaid expenses

Inventory, net

Other current assets

31 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

PEDMARK product sales, net

9 unchanged sentences

Other (expense)/income

Unrealized foreign exchange gain / (loss)

Unrealized foreign exchange (loss)/gain

Amortization expense

11 unchanged sentences

Condensed Consolidated Statements of Stockholders’ Equity (Deficit)

Three and Six Months Ended June 30, 2025, and 2024

Three and Nine Months Ended September 30, 2025, and 2024

dollars and shares in thousands)

1 unchanged sentence

Stockholders’

Equity (deficit)

Balance at December 31, 2024

7 unchanged sentences

Balance at June 30, 2025

Stock-based compensation

Warrant exercise

Stock option exercise

Restricted stock release

Balance at September 30, 2025

Comprehensive

Stockholders’

Equity (deficit)

Balance at December 31, 2023

7 unchanged sentences

Balance at June 30, 2024

Stock-based compensation

Stock option exercise

Restricted stock release

Balance at September 30, 2024

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

Dollars in thousands)

Six Months Ended

Cash flows provided by (used in):

Nine Months Ended

September 30,

Cash flows (used in) provided by:

Operating activities:

Net (loss)/income

Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Inventory reserve

Allowance for credit losses

Amortization of Norgine asset

Amortization of debt discount

Unrealized loss on securities

Stock-based compensation

Loss on securities

Amortization of Norgine asset

Stock-based compensation - employees

Changes in operating assets and liabilities:

1 unchanged sentence

Prepaid expenses

Other current assets

Accounts payable

Accrued liabilities

Contract liability - current

Contract liability - Norgine

Net cash (used in)/provided by operating activities

7 unchanged sentences

Cash and cash equivalents - End of period

Non-cash investing and financing activities:

Capitalized lease asset

The accompanying notes are an integral part of these unaudited condensed consolidated financial statement.

Fennec Pharmaceuticals Inc.

Notes to the Consolidated Financial Statements

Notes to the Unaudited Interim Condensed Consolidated Financial Statements

dollars and shares in thousands, except per share information)

Nature of Business and Liquidity

Fennec Pharmaceuticals Inc., a corporation existing under the laws of British Columbia (“Fennec,” “the Company,” “we,” “us,” or “our”) was originally formed as a British Columbia corporation under the name Adherex Technologies Inc.

and subsequently changed its name on September 3, 2014.

Fennec Pharmaceuticals Inc., a corporation existing under the laws of British Columbia (“Fennec,” “the Company,” “we,” “us,” or “our”).

Fennec, together with its wholly owned subsidiaries Oxiquant, Inc.

and Fennec Pharmaceuticals, Inc., both Delaware corporations, Cadherin Biomedical Inc., a Canadian corporation, and Fennec Pharmaceuticals (EU) Limited, an Ireland company (“Fennec Limited”), collectively referred to herein as the “Company,” is a biopharmaceutical company with one FDA, EMA and U.K.

Federal Drug Administration (“FDA”), European Medicines Agency (“EMA”) and U.K.

approved product developed to reduce the risk of ototoxicity associated with cisplatin in pediatric patients one month of age and older with localized, non-metastatic solid tumors.

1 unchanged sentence

These unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) that are applicable to a going concern which contemplates that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business.

During the three and six-month period ended June 30, 2025, the Company experienced a net loss from operations of $( 2,732 ) and $( 3,540 ), respectively.

On June 30, 2025, it had an accumulated deficit of $ 223,998 , and had experienced negative cash flows from operating activities in the amount of $( 8,004 ) for the six-month period ended June 30, 2025.

During the three and nine-month period ended September 30, 2025, the Company experienced a net loss from operations of $( 189 ) and $( 3,728 ), respectively.

On September 30, 2025, it had an accumulated deficit of $( 224,636 ), and had experienced negative cash flows from operating activities in the amount of $( 6,511 ) for the nine-month period ended September 30, 2025.

On August 1, 2022, the Company entered into a Securities Purchase Agreement (the “SPA”) with Petrichor Opportunities Fund I LP (the “Petrichor”) in connection with the issuance of up to $ 45,000 of senior secured floating rate convertible notes (the “Notes”), issuable in multiple tranches (the “Note Financing”).

11 unchanged sentences

On December 18, 2024, the Company entered into a Waiver and Redemption Agreement (the “Redemption Agreement”) with Petrichor, pursuant to which the Company repurchased and redeemed Notes in an aggregate principal amount of $ 13,000 (consisting of approximately $ 11,800 of original principal balance and approximately $ 1,271 in Payment-in-kind (“PIK”) interest) (collectively, the “Note Redemptions”).

As a result of the Note Redemptions, the First and Third Closing Notes were repurchased and redeemed in full, and, as of June 30, 2025, there remains outstanding Second Closing Notes in the aggregate principal amount (inclusive of PIK interest) of approximately $ 19,477 .

In March of 2024, the Company announced that it had secured an exclusive licensing agreement with Norgine Pharma UK Limited (“Norgine”) to commercialize PEDMARQSI ® , which is the branded name for PEDMARK ® outside of the U.S., in Europe, Australia and New Zealand.

As a result of the Note Redemptions, the First and Third Closing Notes were repurchased and redeemed in full, and, as of September 30, 2025, there remains outstanding Second Closing Notes in the aggregate principal amount (inclusive of PIK interest) of approximately $ 19,477 .

The deal provided the Company with approximately $ 43,000 up front, with the potential of approximately another $ 230,000 in future royalties and milestone payments.

The Company believes current funds, which include funds from the upfront payment from Norgine, provide sufficient funding for the Company to carry out its planned activities, including the continuation of commercialization efforts of PEDMARK ® , for at least the next twelve months.

The Company believes current funds, which include funds from the upfront payment from Norgine and current operating activities, provide sufficient funding for the Company to carry out its planned activities, including the continuation of commercialization efforts of PEDMARK ® , for at least the next twelve months.

These financial statements do not reflect the potentially material adjustments in the carrying values of assets and liabilities, the reported expenses, and the balance sheet classifications used, that would be necessary if the going concern assumption were not appropriate.

11 unchanged sentences

Actual results could differ from those estimates.

Credit Losses

The Company estimates and records a provision for its expected credit losses related to its trade receivables.

The Company considers historical collection rates, the current financial status of its customers, macroeconomic factors, and other industry-specific factors when evaluating for current expected credit losses.

Forward-looking information is also considered in the evaluation of current expected credit losses.

To determine the provision for credit losses for accounts receivable, the Company has disaggregated its accounts receivable by class of customer, as the Company determined that risk profile of its customers may vary based on certain characteristics such as credit history, past payment history and geography.

Each class of customer component is analyzed for estimated credit losses individually.

In doing so, the Company establishes a customer profile, based on the previous collections of accounts receivable by the age of such receivables, and evaluates the current and forecasted financial position of its customers, as available.

Further, the Company considers macroeconomic factors and the status of the life sciences industry to estimate if there are current expected credit losses within its trade receivables based on the trends and the Company’s expectation of the future status of such economic and industry-specific factors.

Also, specific allowance amounts are established based on review of outstanding invoices to record the appropriate provision for customers that have a higher probability of default.

Segment and Geographic Information

11 unchanged sentences

The Company utilizes a dividend yield of zero based on the fact that the Company has never paid cash dividends and, at present, has no intention to pay cash dividends.

In May 2025, the Board of Directors approved a performance-based unit, or PSU, grant whereby vesting depends on certain revenue performance milestones over the next year.

In May and August 2025, the Board of Directors approved performance-based units (“PSUs”) grants whereby vesting depends on certain revenue performance milestones through December 31, 2025.

The Company estimates the likelihood of achievement of performance milestones for all PSU awards at the end of each reporting period.

To the extent those awards or portions thereof are considered probable of being achieved, such awards or portions thereof are expensed over the performance period.

As of June 30, 2025, the Company deems the achievement of a portion of the performance milestones to be probable.

As of September 30, 2025, the Company deems the achievement of the performance milestones to be probable.

Inventories are valued under a standard costing methodology on a first-in, first-out basis and are stated at the lower of cost or net realizable value.

38 unchanged sentences

Where appropriate, these estimates take into consideration a range of possible outcomes that are probability-weighted for relevant factors such as current contractual and statutory requirements, specific known market events and trends, industry data, forecasted customer buying and payment patterns, and the Company’s historical experience that will develop over time as PEDMARK ® and PEDMARQSI ® (European branded product name) is the Company’s first and only commercial product.

Overall, these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of its contracts.

Overall, these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of

its contracts.

The amount of variable consideration that is included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period.

6 unchanged sentences

Discounts for Prompt Payment:

The Customers receive a discount of for prompt payment which may range from 0.5 % to 2.0 %.

The customers receive a discount for prompt payment which may range from 0.5 % to 2.0 %.

The Company expects its customers will earn 100 % of their prompt payment discounts and, therefore, the Company deducts the full amount of these discounts from total product sales when revenues are recognized.

16 unchanged sentences

These costs are typically known at the time of sale, resulting in minimal adjustments subsequent to the period of sale.

The following table summarizes net product revenues for PEDMARK earned during the three and six months ended June 30, 2025, and 2024, respectively:

The following table summarizes net product revenues for PEDMARK ® earned during the three and nine months ended September 30, 2025, and 2024, respectively:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Product revenues:

2 unchanged sentences

Net product revenues

For the three and six months ended June 30, 2025, the Company had five and four distributors that each represented more than 10% of net sales, respectively.

The activities and ending allowance balances for each significant category of discounts and allowances for PEDMARK (which constitute variable consideration) for the six months ended June 30, 2025, were as follows:

Rebates, Returns, Customer

For the three and nine months ended September 30, 2025, the Company had two and three distributors that each represented more than 10% of net sales, respectively.

The activities and ending allowance balances for each significant category of discounts and allowances for PEDMARK ® (which constitute variable consideration) for the nine months ended September 30, 2025, were as follows:

Rebates, Customer

Discounts for

12 unchanged sentences

Balance at June 30, 2025

Provision related to sales made in:

Current period

Prior periods

Payments and customer credits issued

Balance at September 30, 2025

The allowances for chargebacks, fees due to customers, rebates and discounts for prompt payment are recorded as a contra-asset to accounts receivable, while Medicaid rebates and return allowances are in accrued liabilities in the accompanying condensed consolidated balance sheets.

6 unchanged sentences

These credit risk factors are monitored on a quarterly basis and updated as necessary.

To the extent that any individual debtor is identified whose credit quality has deteriorated, the Company establishes allowances based on the individual risk characteristics of such a customer.

To the extent that any individual debtor is identified whose credit quality has

deteriorated, the Company establishes allowances based on the individual risk characteristics of such a customer.

For customers that are large specialty distributors, the Company considered the risk of potential credit losses to be low.

Sales to other select global distributors have the potential for losses.

Sales to other select global distributors have an increased potential for losses.

The Company evaluates the risk of credit losses on sales on an individual basis using the above-mentioned criteria.

1 unchanged sentence

The Company has determined any financing component of non-current receivables to be immaterial.

The Company had a balance in allowance for credit losses of $ 4,306 as of June 30, 2025.

The Company had a balance in allowance for credit losses of $ 3,845 as of September 30, 2025.

Credit Losses

The Company estimates and records a provision for its expected credit losses related to its trade receivables.

Forward-looking information is also considered in the evaluation of current expected credit losses.

Each class of customer component is analyzed for estimated credit losses individually.

Also, specific allowance amounts are established based on review of outstanding invoices to record the appropriate provision for customers that have a higher probability of default.

Cost of Products Sold

1 unchanged sentence

Cost of products sold also consists of shipping and other third-party logistics and distribution costs for the Company’s product.

As of June 30, 2025, the Company capitalized approximately $ 2,201 of costs as inventory on the condensed consolidated balance sheet.

As of September 30, 2025, the Company capitalized approximately $ 2,477 of costs as inventory on the condensed consolidated balance sheet.

Of the items capitalized, $ 1,437 was capitalized as raw materials, $ 851 was capitalized as work in process, $ 189 was capitalized into finished goods.

2 unchanged sentences

The Company places its cash and cash equivalents in investments held by highly rated financial institutions in accordance with its investment policy designed to protect the principal investment.

At June 30, 2025, the Company had $ 18,705 in cash, savings and money market accounts ($ 26,634 at December 31, 2024).

At September 30, 2025, the Company had $ 21,947 in cash, savings and money market accounts ($ 26,634 at December 31, 2024).

While the Company has not experienced any loss or write-down of its money market investments, the amounts it holds in money market accounts are substantially above the $ 250 amount insured by the FDIC and may lose value.

Financial Instruments

Financial instruments recognized on the balance sheets at June 30, 2025 and December 31, 2024 consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and term loans, the carrying values of which approximate fair value due to their relatively short time to maturity or interest rates that approximate market interest rates.

Financial instruments recognized on the balance sheets at September 30, 2025 and December 31, 2024, consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and term loans, the carrying values of which approximate fair value due to their relatively short time to maturity or variable interest rates that approximate market interest rates.

The Company does not hold or issue financial instruments for trading.

7 unchanged sentences

Common Shares and Warrants

As of June 30, 2025, the Company has 150 warrants with a weighted average strike price of $ 7.71 outstanding to purchase common shares that have a weighted average life of 2.55 years.

As of September 30, 2025, the Company has 111 warrants with a weighted average strike price of $ 8.00 outstanding to purchase common shares that have a weighted average life of 1.93 years.

Research and Development Costs and Investment Tax Credits

10 unchanged sentences

The Company’s trade receivables includes amounts billed to customers for product sales of PEDMARK ® .

In the U.S., the customers are a limited group of specialty distributors, and accordingly, the Company considers the risk of potential credit losses to be low.

In the U.S., the customers are a limited group of specialty distributors, and direct customers, and accordingly, the Company considers the risk of potential credit losses to be low.

The Company also sells to a select group of global distributors.

These global distributors are established companies and although the Company regards credit losses with these distributors to be remote, it does recognize the potential for credit losses with this group.

These global distributors are established companies and although the Company regards credit losses with these distributors to be low, it does recognize the potential for credit losses with this group.

The Company accounts for income taxes using the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial amounts, using currently enacted tax rates.

1 unchanged sentence

Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that more likely than not will be realized.

As of June 30, 2025, we maintained a full valuation allowance against our deferred tax assets.

As of September 30, 2025, we maintained a full valuation allowance against our deferred tax assets.

The provisions of the Financial Accounting Standards Board (“FASB”) ASC 740-10, Uncertainty in Income Taxes, address the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements.

3 unchanged sentences

All gains and losses from currency transactions are included in the results of operations.

Loss Per Share

Net Income/(Loss) Per Share

Basic net income/(loss) per share is computed by dividing net loss by the weighted average number of common shares outstanding during the year.

5 unchanged sentences

This guidance will be effective for annual periods beginning the year ended December 31, 2025.

The Company is currently evaluating the effect the adoption of this ASU will have on its consolidated financial statements.

The Company is currently evaluating the effect the adoption of this ASU will have on its consolidated condensed financial statements.

In November 2024, the FASB issued ASU 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):

1 unchanged sentence

The new guidance is effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027.

We are currently evaluating the impact of this standard on our consolidated financial statements .

Loss Per Share

We are currently evaluating the impact of this standard on our consolidated condensed financial statements .

Net Income/(Loss) Per Share

Net income/(loss) per common share is presented under two formats:

3 unchanged sentences

convertible debt, stock options and warrants).

Dilutive common share equivalents consist of the incremental common shares issuable upon exercise of convertible debt, restricted stock units, stock options and warrants.

Dilutive common share equivalents consist of the incremental common shares issuable upon exercise of convertible debt, restricted share units, stock options and warrants.

The following table sets forth the computation of basic and diluted net income/(loss) per share (in thousands except per share data):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Net (loss)/income

1 unchanged sentence

Dilutive effect of stock options

Dilutive effect of restricted share units

Dilutive effect of warrants

Dilutive effect of convertible debt

Incremental dilutive shares

Weighted-average common shares, diluted

Net (loss)/income per share, basic

Net (loss)/income per share, diluted

2 unchanged sentences

Diluted Earnings Per Share

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Options to purchase common shares

7 unchanged sentences

Warrants to Purchase Common Stock

During the three and six months ended June 30, 2025, and 2024, there were no warrants issued or exercised .

Outstanding warrants have a weighted average life of 2.55 years on June 30, 2025.

The following tables detail the Company’s warrant activity for the three and six months ended June 30, 2025, and 2024, respectively:

During the three and nine months ended September 30, 2025, and 2024, there were 39 warrants exercised and no warrants were issued.

Outstanding warrants have a weighted average life of 1.93 years on September 30, 2025.

The following tables detail the Company’s warrant activity for the three and nine months ended September 30, 2025, and 2024, respectively:

Common Shares

3 unchanged sentences

Investor Warrants

Exercise Price

Exercise Price $USD

Outstanding December 31, 2024

1 unchanged sentence

Outstanding June 30, 2025

Outstanding September 30, 2025

On July 17, 2025 Bridge Bank opted for a cashless exercise of 39 warrants.

Net shares of 9 were issued.

Equity Incentive Plan

The Company maintains an equity incentive plan (the “Plan”), which is administered by the Compensation Committee of the Board of Directors.

The Company maintains the 2020 Equity Incentive Plan (the “2020 Plan” or the “Plan”), which is administered by the Compensation Committee of the Board of Directors.

The 2020 Plan provides for the issuance of stock options, restricted share units (“RSUs”), and other equity-based awards to employees, directors, officers, and consultants of the Company.

13 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Stock-based expense recognized

1 unchanged sentence

Stock Option Activity

The following is a summary of option activity for the three and six months ended June 30, 2025.

The following is a summary of option activity for the three and nine months ended September 30, 2025.

Weighted-Average

Exercise Price

Options (thousands)

Exercise Price $USD

Outstanding at December 31, 2024

1 unchanged sentence

Outstanding at June 30, 2025

Of the 6,078 options granted and outstanding at June 30, 2025, 4,433 are fully vested and exercisable.

Outstanding at September 30, 2025

Of the 5,915 options granted and outstanding at September 30, 2025, 4,493 are fully vested and exercisable.

The value of options issued was estimated using the Black-Scholes option pricing model using the assumptions in the table below.

1 unchanged sentence

Black-Scholes Model Assumptions

June 30, 2025

September 30, 2025

Expected dividend

Risk free rate

3.93 - 4.19 %

Expected volatility

1 unchanged sentence

Expected life

1.5 - 6.0 years

Performance-Based Units

In May 2025, the Board of Directors approved a performance-based unit, or PSU, grant whereby vesting depends on certain revenue performance milestones over the next year.

In May and August 2025, the Board of Directors approved PSU grants whereby vesting depends on certain revenue performance milestones during the year ending December 31, 2025.

The Company estimates the likelihood of achievement of performance milestones for all PSU awards at the end of each reporting period.

To the extent those awards or portions

thereof are considered probable of being achieved, such awards or portions thereof are expensed over the performance period.

As of June 30, 2025, the Company deems the achievement of a portion of the performance milestones to be probable.

The following table summarizes PSU activity under the 2020 Plan during the six months ended June 30, 2025:

To the extent those awards or portions thereof are considered probable of being achieved, such awards or portions thereof are expensed over the performance period.

As of September 30, 2025, the Company deems the achievement of the performance milestones to be probable.

The following table summarizes PSU activity under the 2020 Plan during the three and nine months ended September 30, 2025:

Weighted-Average

2 unchanged sentences

Unvested balance at June 30, 2025

Unvested balance at September 30, 2025

Restricted Share Units Activity

The Plan allows for the issuance of restricted share units (“RSUs”).

The following is a summary of RSU activity for the three and six months ended June 30, 2025 and 2024.

During the three and six months ended June 30, 2025, there were 13 and 102 RSUs released from restriction, respectively.

The following is a summary of RSU activity for the three and nine months ended September 30, 2025.

During the three and nine months ended September 30, 2025, there were 66 and 181 RSUs released from restriction, respectively.

Standard vesting of RSUs is over three years with 1/3 vesting on the first anniversary date of the grant and then 1/24 on the last day of each subsequent month.

1 unchanged sentence

Restricted Share

RSUs Current Periods

RSUs Current Year

Units (thousands)

Outstanding at December 31, 2024

1 unchanged sentence

Outstanding at June 30, 2025

Outstanding at September 30, 2025

The value of RSUs issued was estimated using the share price on the date of the award multiplied by the number of common shares granted.

3 unchanged sentences

The Fair Value Measurements Topic defines fair value, establishes a framework for measuring fair value in accordance with US GAAP, and expands disclosure about fair value measurements.

This Topic enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information

used to determine fair values.

The Topic requires that financial assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:

2 unchanged sentences

Unobservable inputs that are not corroborated by market data.

Fair Value Measurement at June 30, 2025 and December 31, 2024

Fair Value Measurement at September 30, 2025 and December 31, 2024

(in thousands)

Quoted Price in Active

5 unchanged sentences

Processa common shares

The Company held approximately $ 1,984 in cash accounts as of June 30, 2025, of which approximately $ 442 was held in foreign currencies (translated into U.S.

The Company held approximately $ 1,659 in cash accounts as of September 30, 2025, of which approximately $ 440 was held in foreign currencies (translated into U.S.

As of December 31, 2024, the Company held approximately $ 2,020 in cash of which approximately $ 363 was in foreign currencies (translated into U.S.

12 unchanged sentences

Under the Food, Drug, and Cosmetic Act, as amended by the Drug Price Competition and Patent Term Restoration Act of 1984, as amended, after receipt of a valid Paragraph IV notice, the Company may bring a patent infringement suit in a federal district court against CIPLA within 45 days from the receipt of the Notice Letter and if such a suit is commenced within the 45-day period, the Company is entitled to a 30 month stay on the FDA’s ability to give final approval to any proposed products that reference PEDMARK.

In addition to the 30-month stay, because we have received Orphan Drug Exclusivity, the FDA may not approve CIPLA’s ANDA for at least 7 years from PEDMARK’s FDA approval date of September 20, 2022, which is September 20, 2029.

In addition to the 30-month stay, because we have received Orphan Drug

Exclusivity, the FDA may not approve CIPLA’s ANDA for at least 7 years from PEDMARK ® ’s FDA approval date of September 20, 2022, which is September 20, 2029.

On January 10, 2023, we filed suit against the CIPLA entities in the United States District Court for the District of New Jersey (Case No.

3 unchanged sentences

On May 11, 2023, we received written notice of CIPLA’s Paragraph IV Certification as to the US ‘793 Patent, which was dated May 10, 2023, along with an enclosed statement of alleged factual and legal bases for stating that the US ‘793 Patent is invalid, unenforceable, and/or will not be infringed by CIPLA’s ANDA Product.

On July 27, 2023, we filed a Second

Amended Complaint to assert the US ‘793 Patent.

On July 27, 2023, we filed a Second Amended Complaint to assert the US ‘793 Patent.

CIPLA filed an Answer to the Second Amended Complaint on August 31, 2023.

18 unchanged sentences

On July 14, 2025, the court issued its Order on Claim Construction on two claim terms in dispute, adopting our proposed constructions for both.

On August 25, 2025, the CIPLA entities filed an Answer and Counterclaims to the complaint, alleging that the ‘026 Patent was invalid, not infringed, and/or unenforceable.

The suit is ongoing.

21 unchanged sentences

Eligible employees are permitted to contribute to the 401(k) Plan within statutory and 401(k) Plan limits.

As of June 30, 2025, the Company does not offer matching contributions.

As of September 30, 2025, the Company does not offer matching contributions.

On August 1, 2022, the Company entered into the SPA with the Petrichor in connection with the issuance of up to $ 45,000 of Notes, issuable in multiple tranches.

5 unchanged sentences

Half of such fee was paid by the issuance on the first closing of warrants to purchase 55,498 Fennec common shares and half was payable in cash or warrants of 55,498 Fennec common shares, at our election, on the second closing.

The warrants are exercisable at a price per share of $ 8.11 and have a term of five years from the date of the grant.

The warrants are exercisable at a price per share of $ 8.11

and have a term of five years from the date of the grant.

The Company elected to have all the commitment fee of the Notes payable in warrants.

3 unchanged sentences

On December 18, 2024, the Company entered into the Redemption Agreement with Petrichor, pursuant to which the Company repurchased and redeemed Notes in an aggregate principal amount of $ 13,000 (consisting of approximately $ 11,800 of original principal balance and approximately $ 1,271 in PIK interest).

Cash interest on outstanding principal shall accrue at a rate of prime, plus 4.5 % per annum, from the date of funding ( 12 % at June 30, 2025, and December 31, 2024, respectively).

Cash interest on outstanding principal shall accrue at a rate of prime, plus 4.5 % per annum, from the date of funding ( 11.75 % at September 30, 2025, and 12.25% at December 31, 2024, respectively).

Cash interest is due on the first business day of each calendar quarter (“Interest Date”).

7 unchanged sentences

Provisions of the PSA create legal, valid and enforceable liens on, and security interests in, all of the Company’s and each of its subsidiaries’ assets.

Aggregate annual payments due on the SPA as of June 30, 2025, are as follows (in thousands):

Aggregate annual payments due on the SPA as of September 30, 2025, are as follows (in thousands):

Years Ending December 31,

17 unchanged sentences

Pursuant to the terms of the Agreement, Fennec shall receive the following payments from Norgine:

(iii) tiered royalty payments based on net sales of PEDMARQSI® in the Territory, which royalty payment range from mid-teen percent to mid-twenty percent based on the aggregate net sales of PEDMARQSI® in the Territory.

(i) an upfront payment in the amount of € 40 million or approximately $ 43.2 million, which was paid to Fennec on March 15, 2024, (ii) up to € 210 million (or approximately $ 230 million) upon the achievement of certain regulatory and commercial milestones, and (iii) tiered royalty payments based on net sales of PEDMARQSI® in the Territory, which royalty payment range from mid-teen percent to mid-twenty percent based on the aggregate net sales of PEDMARQSI® in the Territory.

The tiered royalty payments are subject to material reduction if an alternative or generic version of PEDMARQSI® becomes available in any respective country or jurisdiction within the Territory.

15 unchanged sentences

Any consideration related to sales-based royalties will be recognized as revenue or deferred as part of the material right when the related sales occur.

For the six months ended June 30, 2025, the Company did not recognize any milestone payments from Norgine sales of PEDMARQSI ® pursuant to the Agreement.

For the nine months ended September 30, 2025, the Company did not recognize any milestone payments from Norgine sales of PEDMARQSI ® pursuant to the Agreement.

In conjunction with entering into the Agreement, the Company paid approximately $ 1,700 in incremental costs, which were capitalized and recorded within Other non-current assets.

1 unchanged sentence

A portion that represents the license was recognized immediately and is recorded within selling and marketing expense in the consolidated statements of operations.

As of June 30, 2025, $ 768 in incremental cost was capitalized.

As of September 30, 2025, $ 743 in incremental cost was capitalized.

Segment Reporting

11 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements