Cumberland (NASDAQ:CPIX) reported third-quarter financial results on Tuesday. The transcript from the company’s third-quarter earnings call has been provided below.
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Summary
Cumberland successfully completed a strategic transaction with Apotex Health, receiving $100 million in cash. The transaction significantly strengthened the balance sheet, with total assets growing to $114 million and liabilities decreasing to $42 million.
The company’s strategy now focuses on advancing its late-stage development programs, particularly the clinical pipeline centered around ifetroban, a new chemical entity targeting rare diseases such as Duchenne Muscular Dystrophy (DMD).
Cumberland plans to submit a new drug application for its DMD program following a positive pre-NDA meeting with the FDA. The company highlighted successful clinical trial results and multiple FDA designations.
The company has declared a special dividend of $1.50 per share and initiated a share repurchase program, with board members also planning to increase their holdings.
Cumberland holds a strong cash position projected to fund operations for over five years and is exploring additional commercialization opportunities and strategic partnerships.
Full Transcript
OPERATOR
Good afternoon and welcome to Cumberland’s third quarter 2026 financial report and company update. This call is being recorded at the Company’s request and will be archived on its website for one year from today’s date. I would now like to turn it over to Emily Kent from the Dalton Agency, who handles Cumberland’s communications. Emily, please proceed.
Emily Kent (Communications Representative)
Hello everyone and thank you for joining us today. This afternoon, Cumberland issued a press release announcing its third quarter financial results. The release also provided an overall company update including key recent developments. The release, which includes the related financial tables, can be found on the company’s website at www.cumberlandpharma.com. During today’s call, management will share an overview of those financial results and company update, including recent developments and a discussion of Cumberland’s clinical pipeline. Participating in today’s call are A.J. Kazimi, Cumberland’s Chief Executive Officer, Todd Anthony, Senior Vice President, Operations and Chief Compliance Officer, and John Hamm, Senior Vice President, Accounting and Finance and Chief Financial Officer.
Please keep in mind that their discussions may include some forward-looking statements as defined in the Private Securities Reform Act. Those statements reflect the Company’s current views and expectations concerning future events and may involve risks as well as uncertainties. There are many factors that could affect Cumberland’s future results, including economic downturns, international conflicts, trade restrictions, natural disasters, public health epidemics and others that are beyond the Company’s control.
Those issues are described under the caption Risk factors in Cumberland’s annual report on Form 10-K and any subsequent updates filed with the SEC. Any forward-looking statements made during today’s call are qualified by those risk factors. During today’s call there will be references to Cumberland’s new product candidates, including their development and associated regulatory activities. Despite the Company’s best efforts, actual results may differ materially from expectations, so information shared on this call should be considered current as of today only. Also, please remember that the Company isn’t responsible for updating any forward-looking statements, whether as a result of new information or due to future developments.
For more information, please visit the corporate website at www.cumberlandpharma.com. With that introduction, I’ll turn the call over to Cumberland’s Chief Executive Officer, A.J. Kazimi.
A.J. Kazimi (Chief Executive Officer)
Thank you Emily and good afternoon everyone. We appreciate you joining us today as we review Cumberland’s third quarter results, which represent our first period of operations following the close of our strategic transaction. Recall in April this year we announced an agreement with Apotex Health, the largest pharma company based in Canada, and we agreed to integrate our commercial products and organization into their U.S. branded business in exchange for $100 million cash.
At closing in June, our shareholders overwhelmingly approved the transaction and July 1st we successfully closed and received the payment. Our third quarter balance sheet reflects the financial impact of this transaction on our business. Total assets grew to $114 million while total liabilities decreased to $42 million. The impact of those changes resulted in shareholders’ equity of $72.5 million, an increase of nearly $48 million. At the end of the quarter, we held $80.6 million in cash and investments with no debt. Also please note that in addition to the consideration at closing, we’ll receive $11 million for inventory and transition services during the following 12 months.
That funding combined with our interest income will more than cover our operating expenses during the post-transaction period. This transformational transaction strengthened Cumberland’s financial position, unlocked substantial value for our shareholders and established a solid foundation for the next phase of the company’s evolution. During the third quarter we took a fresh look at our strategy which now centers on advancing our late stage development programs. Our newly refined mission statement reflects our new direction and focus: advancing new therapies that address significant unmet medical needs.
This mission guides our next chapter as an innovation-focused biopharmaceutical company developing new products primarily for rare diseases and it directs our resources and expertise towards advancing our clinical stage pipeline, which we believe is the most valuable part of our business and the greatest source of potential long-term value for our shareholders. It builds upon our core competencies which are drug development and corporate development.
We intend to apply our deep experience in developing, registering and commercializing new branded products in pursuing this refined mission. You see our team delivered FDA approvals for Acetadote and Caldolor, then added more FDA approvals for a series of new indications for those brands. They also successfully registered with FDA a series of manufacturing facilities worldwide for the supply of our portfolio of products. Our ability to follow those accomplishments by creating significant resulting revenue streams for the brands and then monetizing the resulting value through our strategic transaction now applies directly to our ability to execute on our new strategy going forward.
Our key objectives include progressing our pipeline in a cost-efficient manner to deliver high quality results, achieving the needed approvals to market our products, pursuing alternatives for their commercialization, increasing awareness of our company in order to build share value and continuing to support and motivate our dedicated, highly productive team. Our key development programs are based on our first new chemical entity, ifetroban. It’s a potent and selective thromboxane receptor antagonist that’s now been administered to approximately 1,400 subjects across 30 clinical studies, demonstrating a strong safety profile. Leading the way is our Duchenne Muscular Dystrophy, or DMD, program. Duchenne Muscular Dystrophy is a rare, fatal genetic neuromuscular disease that results in deterioration of the skeletal, heart and lung muscles.
Our ifetroban product candidate is designed to specifically preserve cardiac function and improve outcomes for patients living with DMD-associated cardiomyopathy. There are no approved therapies specifically targeting DMD patients’ heart disease, which is now the leading cause of their death. Given the urgency in providing a treatment for these patients, we recently announced our decision to submit a new drug application for our DMD program. Following a pre-NDA meeting with the FDA this fall, we’re proposing our Fight DMD trial as the pivotal study combined with comparison data from two natural history databases to support traditional approval. In that trial, high-dose ifetroban resulted in a significant 5.4 percentage point improvement in the left ventricular ejection fraction compared with a control group of placebo-treated patients, combined with propensity score-matched natural history patients and a p-value of 0.002.
Ifetroban has received FDA Orphan Drug, Rare Pediatric Disease and Fast Track designations for this program. The FDA has also conditionally accepted Descorbin as the proprietary name for the product and, following the pre-NDA meeting, FDA granted us a rolling review of our approval submission. Preparation of the NDA is now well underway and the planned contents will include data and analysis from the Fight DMD clinical trial, data from two natural history databases of DMD patients, preclinical data published in the Journal of the American Heart Association, manufacturing information and an extensive safety database. It will also involve the additional analysis and data that FDA requested at our pre-NDA meeting, which includes data from the clinical study’s open-label extension.
All patients who completed the 12-month treatment period elected to continue to receive ifetroban. While that data was not part of the study’s analysis, the resulting 24-month and 36-month data is currently being gathered and monitored for analysis and reporting. We expect to announce the beginning of the rolling submission followed by an announcement when the submission is then completed. Meanwhile, we’re also advancing ifetroban for other conditions which also have limited treatment options. I’d now like to turn it over to Todd Anthony to discuss those programs. Todd.
Todd M Anthony (Vice President, Organizational Development)
Well, thank you A.J. I’ll begin with our systemic sclerosis, or SSc, program. We have been studying ifetroban in patients with systemic sclerosis, a rare autoimmune disease characterized by progressive vascular dysfunction that can affect multiple organs throughout the body. We recently announced top-line results from our Phase 2a ASSIST SSc trial. Ifetroban was generally well tolerated with a safety profile consistent with our prior experience and no serious adverse events during the 12-month period related to study drug.
The trial was not designed or powered to evaluate efficacy. Next, we plan to finalize and submit the clinical study report to the FDA. We also plan to complete correlative biomarker studies and cardiac imaging evaluations from patients in the open-label extension, which will inform our decision on further development of ifetroban for this systemic sclerosis indication. Our third advanced clinical program, Fighting Fibrosis, is evaluating ifetroban in patients with idiopathic pulmonary fibrosis, or IPF. It is the most common form of progressive fibrosing interstitial lung disease. The study’s interim safety analysis was performed in evaluating the first cohort of patients completing 12 weeks of treatment. The independent committee concluded no new safety signals were identified and no changes in study conduct were needed based on those findings.
Patient enrollment in the study has continued and we expect to announce interim efficacy results as the next milestone. In addition to our company-sponsored clinical programs, we have collaborated with Vanderbilt Health to evaluate ifetroban for the prevention of cancer metastasis in patients with high-risk solid tumors. We jointly announced positive results from the Phase 2 clinical trial. This study achieved its primary endpoint by demonstrating that ifetroban was safe and well tolerated in this patient population. In addition, the trial generated encouraging efficacy signals including fewer patients experiencing metastatic recurrence and fewer deaths related to metastasis in the ifetroban treatment arm when compared with placebo.
Based on these findings, we are now developing plans for a follow-up study with our partners at Vanderbilt. The completed Phase 2 study included patients with a variety of tumor types. For the next study, we expect to select a more focused approach to targeted types of cancer as we further evaluate this oncology opportunity. Please note that ifetroban is a chronic daily oral therapy, not a one-time treatment. Patients who begin therapy would be expected to continue the therapy over the long term. Also, our ifetroban programs are protected by method-of-use patents extending into the late 2030s, complemented by seven-year orphan drug exclusivity which runs from approval for orphan-designated indications such as DMD.
Finally, I’d like to comment on the strength and experience of our clinical and regulatory team. This senior team has well over 100 years of combined industry experience. They include backgrounds at both large and specialty pharmaceutical firms as well as experience in managing clinical research organizations, or CROs. That blend of backgrounds has resulted in cost efficient yet high quality results. Based on their accomplishments in achieving successful clinical study results and regulatory approvals, we are confident in their ability to deliver on our objectives.
With that, I’ll turn it back over to you, A.J.
A.J. Kazimi (Chief Executive Officer)
Thanks for the update on our clinical pipeline, Todd. I’d now like to turn to you, John Hamm, for the financial report.
John Hamm (Chief Financial Officer)
Thank you, A.J. The successful completion of our strategic transaction marks a significant change in the company’s financial profile. The agreement closed on July 1st and is therefore reflected in our third quarter financial statements. We received $100 million at closing and estimate the taxes associated with the transaction to be less than $1 million due to our tax loss carryforwards and R&D tax credits. The net proceeds, along with the additional $11 million due within 12 months of closing, will result in significant net funding from the transaction, estimated to total $108 million.
Please note, proceeds from the transaction represent non-dilutive capital. I’ll next briefly cover the accounting for the strategic transaction. Our financial statements will differ meaningfully from prior periods as Cumberland transitions from a commercially oriented specialty pharmaceutical company to an innovation-focused biopharmaceutical company focused on product development. We will no longer be recording the revenue from the legacy commercial brands nor their related expenses, which include cost of goods, sales and marketing.
As a reference, please note those expenses totaled nearly $32 million in 2025. Our ongoing operating results will feature our investment in clinical development and regulatory activities supported by manufacturing and corporate administrative expenses, along with the interest on our invested capital as well as any future milestone or collaboration payments associated with our development programs. Next, I’ll summarize our balance sheet, which has been transformed. Total assets grew by $37 million from the end of last year. As of September 30, Cumberland had total assets of $114 million compared to $77 million at the end of 2025. Cash and cash equivalents increased by nearly $70 million during the same period. At the end of the third quarter, cash and cash equivalents were $80.6 million compared to $11.4 million at the end of last year. In contrast, total liabilities have declined by nearly $11 million this year.
At the end of September, total liabilities were $41.6 million, down from $52.3 million at the end of 2025. As a reminder, we retired our bank line of credit through a payment of $5.2 million this summer and as a result, we carry no debt. As a result of these improvements in both assets and liabilities, shareholders’ equity has increased by $47.5 million from approximately $25 million at the end of last year to $72.5 million at the end of September 2026. Turning to our income statement, the revenue and expenses associated with the Apotex transaction are classified as discontinued operations. Net income for the third quarter, $77.8 million. It includes the gain on the sale of our commercial products associated with the strategic transaction based on the proceeds, less the cost basis for those assets.
It also includes our ongoing investment in research and development supported by our remaining general and administrative expenses. Please note that interest income increased to $0.8 million for the quarter resulting from the investment of our transaction proceeds. In July, our board met and evaluated alternatives for our transaction proceeds capital. They declared a special dividend of $1.50 per share which totaled $22 million based on the approximately 15 million shares outstanding. The dividend was subsequently funded in the third quarter. We believe that our strengthened cash position provides Cumberland with financial flexibility to advance our clinical development programs, evaluate additional strategic opportunities and support the company’s long-term growth initiatives.
We project that the remaining cash will fund company operations for over five years as we continue to invest in our new product candidates. We also currently estimate significant additional cash reserves should be available for unexpected expenses and opportunities that may arise going forward. Investors should increasingly evaluate Cumberland based on the advancement of our clinical pipeline, execution against key development milestones and the management of the company’s capital resources.
Overall, we believe Cumberland is exceptionally well positioned to execute on this strategy to create long-term value for shareholders. Please note that we have now started implementing the share repurchase initiative that the Board authorized. In addition, several board members have entered into share purchase trading plans to increase their holdings in the company. The buying of Cumberland shares through those plans will be implemented this quarter.
And with that, I’ll turn the call back over to you, A.J.
A.J. Kazimi (Chief Executive Officer)
Thank you, John. Today I’m pleased to announce a new initiative to develop alternatives for the commercialization of our new product candidates. It will include identification and evaluation of partnering opportunities that can take the form of a variety of transactions. As I mentioned earlier, corporate development is one of our core competencies as evidenced by this year’s strategic transaction and our extensive history of executing acquisition, licensing and partnering agreements.
Our senior corporate development team includes individuals with extensive experience in significant transactions and financings. We intend to apply that expertise in collaboration with our investment banking advisors to implement this new initiative that includes commercialization and partnering activities. I’d also like to briefly discuss Cumberland Emerging Technologies, or CET. Following the strategic transaction, Cumberland retained majority ownership of CET, which we founded with Vanderbilt University and the State of Tennessee’s Launch Tennessee in order to advance promising academic discoveries towards the market. CET remains an important strategic asset identifying, supporting and advancing innovative biomedical technologies originating from academic research institutions.
These activities complement our internal development efforts while expanding our access to innovative technologies that may strengthen Cumberland’s pipeline and create additional opportunities for the future. We recently outlined the next stage of our evolution at the Nashville Healthcare Council’s Annual Sessions Conference and our continued involvement in CET, which reaffirms our commitment to leading the growth of the life science industry in this part of the country. We sharpened our strategic focus, strengthened our financial position and assembled an advanced clinical pipeline targeting serious diseases with significant unmet medical needs. As we finish this outstanding year, we’ll remain focused on our new mission, advancing new therapies to address significant unmet medical needs.
Before concluding, I’d just like to recognize and thank our organization for their hard work which has enabled us to execute on the strategic transaction and bring us to the opportunity to submit our first NDA for ifetroban while keeping each of our other development programs moving forward. I also like to thank our Board of Directors for their guidance and our shareholders for their continued support. We appreciate the confidence you placed in Cumberland and we look forward to updating you on our progress as we head into 2027.
Thanks again for joining us and operator, I will now turn back to you.
OPERATOR
Thank you, sir. Ladies and gentlemen, that concludes the company’s presentation and we will now open the call for any questions. If you’d like to ask a question, please press the star key on your phone followed by the 1 digit twice. That’s star 11. Please stand by.
A.J. Kazimi (Chief Executive Officer)
Well, if there’s no questions, I just want to thank everyone again for joining us. We do understand that many of our shareholders prefer a private discussion with management. If so, please just reach out. We’ll be happy to get a call scheduled with you and hold such a discussion. As always, we appreciate your time, your interest in our company, and we’ll look forward to providing additional updates in the coming months.
OPERATOR
Thank you, sir. Ladies and gentlemen, that concludes today’s call. If you would like to listen to a replay of the discussion, please visit the Investor Relations section on Cumberland’s website. We’d like to thank you for your participation. You may now disconnect.
Disclaimer: This transcript is provided for informational purposes only. While we strive for accuracy, there may be errors or omissions in this automated transcription. For official company statements and financial information, please refer to the company’s SEC filings and official press releases. Corporate participants’ and analysts’ statements reflect their views as of the date of this call and are subject to change without notice.
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