ADC Therapeutics SA
For the period ended Jun 30, 2025. Filed Aug 12, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001628280-25-025481
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001771910-25-000008
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 86 previous paragraphs and 116 current paragraphs.
42 unchanged; 23 reworded; 35 added; 20 removed; 1 previous and 16 current paragraphs rearranged.
Tables are not compared: 7 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (35)
Current report
ADC Therapeutics is a commercial-stage global leader and pioneer in the field of antibody drug conjugates (“ADCs”), transforming treatment for patients through our focused portfolio with ZYNLONTA® (loncastuximab tesirine-lpyl) and an early stag prostate-specific membrane antigen targeting ADC (“PSMA-targeting ADC”). Headquartered in Lausanne (Biopôle), Switzerland, with operations in London and New Jersey, ADC Therapeutics is focused on driving innovation in ADC development with specialized capabilities from clinical to manufacturing and commercialization.
Current report
Beyond ZYNLONTA, ADC Therapeutics is leveraging its expertise to advance IND-enabling activities for a next-generation PSMA-targeting ADC which utilizes a differentiated exatecan-based payload with a novel hydrophilic linker.
Current report
On June 11, 2025, the Board of Directors approved a strategic reprioritization and restructuring plan (the “2025 Restructuring”) to focus resources on ZYNLONTA expansion opportunities and the advancement of its preclinical exatecan-based PSMA-targeting ADC. The Company will discontinue early development efforts for the remaining preclinical programs in solid tumors. In connection with the Restructuring, the Company plans to shut down its UK research and development facility and reduce its global workforce across functions by approximately 30%, which is expected to be substantially completed by September 30, 2025.
Current report
On June 11, 2025, the Company also entered into securities purchase agreements for the sale of its equity securities to certain institutional investors. In the private placement, the Company sold 13,031,161 common shares at $3.53 per share, which was the last reported sale price of the common shares on the New York Stock Exchange on June 11, 2025, and pre-funded warrants to purchase 15,734,267 common shares at $3.43 per pre-funded warrant, which is the price per common share in the private placement minus the exercise price of CHF 0.08 per pre-funded warrant (collectively, the “2025 Private Placement”). The private placement closed on June 16, 2025. Gross proceeds from the 2025 Private Placement were $100.0 million, and, after giving effect to $6.9 million of transaction costs related to the private placement, net proceeds were $93.1 million.
Current report
License revenues and royalties were $0.8 million for the three months ended June 30, 2025 as compared to $0.4 million for the three months ended June 30, 2024, an increase of $0.4 million. The increase was attributable to increased royalty revenue from our exclusive license agreement with SOBI to develop and commercialize ZYNLONTA in all territories other than the United States, greater China, Singapore and Japan.
Current report
Cost of product sales were $0.8 million for the three months ended June 30, 2025 as compared to cost of product sales of $1.2 million for the three months ended June 30, 2024, a decrease of $0.4 million, or 31.3%. The decrease in cost of product sales was attributable to lower shipping and storage charges for the three months ended June 30, 2025.
Current report
General and administrative expenses were $8.8 million for the three months ended June 30, 2025 as compared to $10.2 million for the three months ended June 30, 2024, an overall decrease of $1.4 million, or 13.8%. The decrease in external costs and overhead of $0.8 million was primarily related to lower professional fees of $0.3 million primarily as a result of lower legal and accounting expenses, lower insurance costs of $0.3 million and lower travel and IT costs of $0.2 million. The decrease in employee expenses was primarily due to lower wages and benefits of $0.2 million and lower recruitment costs of $0.2 million. The decrease in share-based compensation expense was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Current report
Restructuring, Impairment and Other Related Costs
Current report
In connection with the 2025 Restructuring we incurred restructuring, impairment and other related costs, which included severance and related benefit costs and charges related to impairment of long-lived assets and prepaid expenses.
Current report
Restructuring, impairment, and other related costs were $13.1 million for the three months ended June 30, 2025 and consisted of $6.7 million in severance and related benefit costs, the majority of which are expected to be paid by the end of
Current report
2025, and $6.4 million in non-cash impairment of long-lived assets and prepaid expenses. We did not incur restructuring, impairment and other related costs during the three months ended June 30, 2024.
Current report
On July 4, 2025, the United States Congress passed budget reconciliation bill H.R. 1 referred to as the One Big Beautiful Bill (“OBBB”). The OBBB contains several changes to corporate taxation including modifications to capitalization of research and development expenses, limitations on deductions for interest expense and accelerated fixed asset depreciation. The Company is still in the process of evaluating OBBB and an estimate of the financial impact cannot be made at this time. Additional disclosures will be provided in future periods as the impact of the legislation is determined.
Current report
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Current report
Revenue
Current report
Product Revenues, net
Current report
Product revenues, net, were $35.5 million for the six months ended June 30, 2025 as compared to $34.9 million for the six months ended June 30, 2024, an increase of $0.6 million, or 1.8%. The increase is primarily attributable to a higher net selling price.
Current report
License revenues and royalties
Current report
Operating Expenses
Current report
Cost of Product Sales
Current report
Research and Development Expenses
Current report
The following table summarizes our research and development expenses for the six months ended June 30, 2025 and 2024:
Current report
Our R&D expenses were $59.0 million for the six months ended June 30, 2025 as compared to $50.0 million for the six months ended June 30, 2024, an increase of $9.0 million, or 18.0%. The increase in R&D expenses for the six months ended June 30, 2025 as compared to the same period in 2024 was primarily driven by timing of CMC costs incurred in connection with IND-enabling activities for the PSMA-targeting ADC program and the timing and enrollment of our
Current report
ZYNLONTA clinical trials and related costs incurred in connection with the LOTIS 5 and LOTIS 7 trials. These increases were partially offset by a reduction in spending on discontinued programs, including ADCT-601 that was discontinued in November 2024 for which we continue to incur close-out costs, and our preclinical product candidates and research pipeline as a result of the strategic re-prioritization announced in the second quarter of 2025. We expect to continue to incur research and development costs in connection with the ongoing ZYNLONTA clinical trials, and that costs associated with IND-enabling activities for the PSMA-targeting ADC asset will wind down by the end of 2025.
Current report
Selling and Marketing Expenses
Current report
Selling and marketing expenses were $20.7 million for the six months ended June 30, 2025 as compared to $22.1 million for the six months ended June 30, 2024, a decrease of $1.4 million or 6.3%. The decrease in external costs and overhead was primarily attributable to $1.8 million in lower spend on marketing and advertising expenses and $0.2 million in lower travel and IT expenses as a result of reduced spending initiatives within the U.S. The decrease in employee expenses was primarily due to lower wages and benefits of $0.4 million. The increase in share-based compensation expense of $1.1 million was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Current report
General and Administrative Expenses
Current report
Restructuring, Impairment and Other Related Costs
Current report
In connection with the 2025 Restructuring we incurred restructuring, impairment and other related costs, which included severance and related benefit costs and charges related to impairment of long-lived assets and prepaid expenses.
Current report
Restructuring, impairment, and other related costs were $13.1 million for the six months ended June 30, 2025 and consisted of $6.7 million in severance and related benefit costs, the majority of which are expected to be paid by the end of 2025, and $6.4 million in impairment of long-lived assets and prepaid expenses. We did not incur restructuring, impairment and other related costs during the six months ended June 30, 2024.
Current report
Other Income (Expense)
Current report
Interest Income
Current report
Income Tax Expense
Current report
On July 4, 2025, the United States Congress passed budget reconciliation bill H.R. 1 referred to as the One Big Beautiful Bill (“OBBB”). The OBBB contains several changes to corporate taxation including modifications to capitalization of research and development expenses, limitations on deductions for interest expense and accelerated fixed asset depreciation. The Company is still in the process of evaluating OBBB and an estimate of the financial impact cannot be made at this time. Additional disclosures will be provided in future periods as the impact of the legislation is determined.
Current report
On June 16, 2025, the Company completed a $100.0 million private placement which resulted in net proceeds of $93.1 million and included the sale of common shares and pre-funded warrants (the “Pre-Funded Warrants”). The Pre-Funded Warrants are exercisable, on a cash or cashless basis, at the option of the holder after the date of issuance until the tenth anniversary of their original issuance. At any time during the last 90 days of the term, the holder may exchange the Pre-Funded Warrant for, and we will issue, a new pre-funded warrant for the number of common shares then remaining under the Pre-Funded Warrant. The Pre-Funded Warrants have certain limitations on exercise, including (i) any exercise must be for at least 50,000 common shares (or, if less, the remaining common shares available for purchase under the Pre-Funded Warrants), (ii) a holder cannot exercise for any amount that would cause such holder’s beneficial ownership of our common shares to exceed 9.99% (or 19.99% with 61-days’ notice to us), and (iii) cashless exercise is not available in certain circumstances as specified in the Pre-Funded Warrants. The warrants contain customary anti-dilution adjustments and will entitle holders to receive any dividends or other distributions paid on the underlying common shares prior to their expiration on an as-exercised basis.
Current report
Net cash provided by financing activities was $94.1 million for the six months ended June 30, 2025 and primarily related to the net proceeds received from the completion of the Company’s 2025 Private Placement in June 2025. Net cash provided by financing activities was $99.1 million for the six months ended June 30, 2024 and primarily related to the net proceeds received from the completion of the Company’s 2024 Equity Offering in May 2024.
Removed paragraphs (20)
Previous report
ADC Therapeutics is a commercial-stage global pioneer in the field of antibody drug conjugates (“ADCs”). The Company is advancing its proprietary ADC technology to transform the treatment paradigm for patients with hematologic malignancies and solid tumors. We have a validated and differentiated technology platform with multiple payloads, linkers and conjugation chemistry, enabling the design of next-generation potent ADCs with an enhanced therapeutic index. Our strategy is focused on expanding and maximizing the ZYNLONTA opportunity in hematology and pursuing our early-stage research portfolio in solid tumors. We are a pioneer and leader in the ADC field with specialized end-to-end capabilities for developing optimized ADCs. This includes a strong, integrated research & development organization and a validated technology platform with clinical-stage product candidates currently in the pipeline, multiple next-generation ADCs being developed and a proven executional track record that includes ZYNLONTA.
Previous report
In our solid tumor program, we have early stage preclinical research programs, including a portfolio of next-generation investigational ADCs targeting Claudin-6, PSMA, NaPi2b, and ASCT2, the most advanced of which are PSMA and Claudin-6. In addition, we are advancing research with a range of payloads, linkers and conjugation technologies against undisclosed targets. The Company is seeking to maximize the value of its solid tumor program through strategic partnerships, collaborations and license arrangements for one or more of its research programs.
Previous report
(2)For the three months ended March 31, 2025, Cami, ADCT-901, ADCT-212 and ADCT-602 were included in Discontinued programs. For the three months ended March 31, 2024 these programs were separately presented as major development programs. Prior periods have been recast to conform to the current period presentation.
Previous report
(3 )Includes third-party contracting and employee expenses, as well as expense for preclinical research, storage, shipping and lab consumables that span multiple programs.
Previous report
Our R&D expenses were $28.9 million for the three months ended March 31, 2025 as compared to $25.7 million for the three months ended March 31, 2024, an increase of $3.2 million, or 12.4%, driven by the following programs and activities.
Previous report
ZYNLONTA
Previous report
Research and development expenses for ZYNLONTA were $14.4 million for the three months ended March 31, 2025 as compared to $15.0 million for the three months ended March 31, 2024, a decrease of $0.6 million, or 4.2%. The overall decrease was primarily due to a net decrease in external clinical trial costs of $1.5 million including a net decrease in costs associated with LOTIS 9 and other trials (as a result of the wind down of those trials) and timing of LOTIS 7 expenses, partially offset by fewer expenses being shared and reimbursed by our partners under our cost sharing arrangements as well as higher personnel expenses of $0.8 million.
Previous report
ADCT-601
Previous report
Research and development expenses for ADCT-601 were $2.0 million for the three months ended March 31, 2025 as compared to $3.3 million for the three months ended March 31, 2024, a decrease of $1.3 million, or 38.8%. The decrease is primarily attributable to fewer patients on study as the ADCT-601 program was discontinued in November 2024.
Previous report
Research and development expenses associated with our preclinical product candidates and research pipeline were $7.8 million for the three months ended March 31, 2025 as compared to $3.7 million for the three months ended March 31, 2024, an increase of $4.1 million, or 110.3%. The increase is primarily attributable to a $4.8 million net increase in spending on our next-generation investigational ADCs, partially offset by a net decrease of $0.7 million in spend on other research strategy, platform and pipeline initiatives.
Previous report
Discontinued programs
Previous report
Research and development expenses associated with our discontinued programs including Cami, ADCT-901, ADCT-212 and ADCT-602 have decreased to $1.1 million for three months ended March 31, 2025 from $2.0 million for the three months ended March 31, 2024, a decrease of $0.9 million, or 47.0%. The decrease was attributable to decreased spending on Cami of $1.0 million, ADCT-212 of $0.1 million and ADCT-602 of $0.1 million, partly offset by an increase of $0.3 million for ADCT-901.
Previous report
Share-based compensation
Previous report
Interest Expense
Previous report
Other, net
Previous report
Other, net consists primarily of the change in the fair value losses of the Deerfield warrant obligation; and cumulative catch-up adjustments related to our deferred royalty obligation.
Previous report
Other, net for the three months ended March 31, 2025 and 2024 included the following:
Previous report
Deerfield Warrant Obligation, Change in Fair Value Expense
Previous report
Pursuant to an Exchange Agreement with Deerfield entered into on August 15, 2022, the Company issued warrants to Deerfield to purchase an aggregate of 4,412,840 common shares. The Deerfield warrant obligation has been recorded at its initial fair value at the time the agreement was entered into on August 15, 2022 and is remeasured to fair value at the end of each reporting period. The fair value of the warrant obligation as of March 31, 2025 and December 31, 2024 was $0 and therefore no change in fair value expense was recognized during the three months ended March 31, 2025. The expense of $3.1 million for the three months ended March 31, 2024 was primarily due to the increase in fair value of the underlying shares during the respective period.
Previous report
Net cash provided by financing activities was $0.3 million for the three months ended March 31, 2025 as compared to $0.4 million for the three months ended March 31, 2024, a decrease of $0.1 million. The decrease primarily relates to the timing of share issuances under our employee stock purchase plan.
Reworded paragraphs (23)
Previous wording
In our hematology program, our flagship product, ZYNLONTA, a CD19-directed ADC, received accelerated approval from the U.S. FDA, conditional approval from the European Commission, conditional approval from the China National Medical Products Administration (“NMPA”) and conditional approval by Health Canada for the treatment of relapsed or refractory DLBCL after two or more lines of systemic therapy. We are seeking to continue expanding ZYNLONTA internationally, and into earlier lines of DLBCL and indolent lymphomas, including marginal zone lymphoma (“MZL”) and follicular lymphoma (”FL”), as a single agent and in combination through our LOTIS-5 confirmatory Phase 3 clinical trial and LOTIS-7 Phase 1b clinical trial as well as through investigator-initiated trials (“IITs”) at leading institutions. Based on the available clinical data, we have made the decision to discontinue the Phase 1/2 ADCT-602 clinical trial, sponsored by The University of Texas MD Anderson Cancer Center, evaluating ADCT-602 in patients with relapsed or refractory B-cell acute lymphoblastic leukemia.
Current wording
Our flagship product, ZYNLONTA, a CD19-directed ADC, received accelerated approval from the U.S. FDA, conditional approval from the European Commission, conditional approval from the China National Medical Products Administration (“NMPA”) and conditional approval by Health Canada for the treatment of relapsed or refractory DLBCL after two or more lines of systemic therapy. We are seeking to continue expanding ZYNLONTA internationally, and into earlier lines of DLBCL and indolent lymphomas, including marginal zone lymphoma (“MZL”) and follicular lymphoma (”FL”), as a single agent and in combination through our LOTIS-5 confirmatory Phase 3 clinical trial and LOTIS-7 Phase 1b clinical trial as well as through investigator-initiated trials (“IITs”) at leading institutions. In the second quarter of 2025, the company discontinued the Phase 1/2 ADCT 602 clinical trial, sponsored by The University of Texas MD Anderson Cancer Center.
Previous wording
We generate product revenue through the sale of ZYNLONTA in the United States. Revenue is recognized when control is transferred to the customer at the net selling price, which includes reductions for gross-to-net (“GTN”) sales adjustments such as government rebates, chargebacks, distributor service fees, other rebates and administrative fees, sales returns and allowances and sales discounts. In the long term, we expect that our product revenue will increase as we execute our business strategy, although our product revenue may fluctuate from period to period based on a number of factors, including patient demand, as well as the timing, dose and duration of patient therapy and customers’ buying patterns and GTN deductions. We expect a relatively consistent level of GTN sales adjustments as a percentage of gross sales, but may also experience variability in GTN sales adjustments due to additional information and actual experience such as actual rebate and return rates.
Current wording
We generate product revenue through the sale of ZYNLONTA in the United States. Revenue is recognized when control is transferred to the customer at the net selling price, which includes reductions for gross-to-net (“GTN”) sales adjustments such as government rebates, chargebacks, distributor service fees, other rebates and administrative fees, sales returns and allowances and sales discounts. In the long term, we expect that our product revenue will increase as we execute our business strategy, although our product revenue may fluctuate from period to period based on a number of factors, including patient demand, as well as the timing, dose and duration of patient therapy and customers’ ordering patterns and GTN deductions. We expect a relatively consistent level of GTN sales adjustments as a percentage of gross sales, but may also experience variability in GTN sales adjustments due to additional information and actual experience such as actual rebate and return rates.
Previous wording
Product revenues, net, were $17.4 million for the three months ended March 31, 2025 as compared to $17.8 million for the three months ended March 31, 2024, a decrease of $0.4 million, or 2.5%. The decrease is primarily attributable to lower sales volume, partially offset by a higher price and favorability in GTN sales adjustments.
Current wording
Product revenues, net, were $18.1 million for the three months ended June 30, 2025 as compared to $17.0 million for the three months ended June 30, 2024, an increase of $1.1 million, or 6.2%. The increase is primarily attributable to a higher price and higher sales volume, partially offset by an increase in GTN sales adjustments.
Previous wording
Cost of product sales primarily includes direct and indirect costs relating to the third-party manufacture and distribution of ZYNLONTA, royalties payable to a collaboration partner based on net product sales of ZYNLONTA and inventory write-downs. We expect that cost of product sales will increase over time as we sell through pre-approval inventory that was previously expensed prior to commercialization under U.S. GAAP. Factors such as inflation may increase our cost of product sales as a percentage of product revenue if we are not able to increase the price at which we sell ZYNLONTA to offset such increases in our cost of product sales.
Current wording
Cost of product sales primarily includes direct and indirect costs relating to the third-party manufacture and distribution of ZYNLONTA, royalties payable to a collaboration partner based on net product sales of ZYNLONTA and inventory write-downs. We expect that cost of product sales will increase over time as we sell through pre-approval inventory that was previously expensed prior to commercialization under U.S. GAAP. Factors such as inflation, tariffs and other external factors may also increase our cost of product sales as a percentage of product revenue if we are not able to increase the price at which we sell ZYNLONTA to offset such increases in our cost of product sales.
Previous wording
The following table summarizes our research and development expenses for our major development programs for the three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes our research and development expenses for the three months ended June 30, 2025 and 2024:
Previous wording
(1) ADCT-601 was discontinued in November 2024.
Current wording
Our R&D expenses were $30.1 million for the three months ended June 30, 2025 as compared to $24.3 million for the three months ended June 30, 2024, an increase of $5.8 million, or 23.9%. The increase in R&D expenses was primarily; driven by timing and enrollment of ZYNLONTA clinical trials and related costs in connection with the LOTIS-5 and LOTIS-7 trials. The increase was also partially attributable to costs associated with IND-enabling activities for the PSMA-targeting ADC program. These increases were partially offset by a reduction in spending on discontinued programs including ADCT-601 that was discontinued in November 2024 for which we continue to incur close-out costs, and our preclinical product candidates and research pipeline as a result of the strategic re-prioritization announced in the second quarter of 2025. We expect to continue to incur research and development costs in connection with the ongoing ZYNLONTA clinical trials, and that costs associated with IND-enabling activities for the PSMA-targeting ADC asset will wind down by the end of 2025.
Previous wording
Selling and marketing expenses were $10.6 million for the three months ended March 31, 2025 as compared to $11.4 million for the three months ended March 31, 2024, a decrease of $0.8 million or 7.3%. The net decrease in external costs and overhead was primarily attributable to a reduction of $1.1 million in marketing and advertising and travel-related expenses as a result of cost cutting initiatives. The decrease in employee expenses was primarily due to lower wages and benefits of $0.5 million. The increase in share-based compensation expense of $0.9 million was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Current wording
Selling and marketing expenses were $10.1 million for the three months ended June 30, 2025 as compared to $10.7 million for the three months ended June 30, 2024, a decrease of $0.6 million or 5.2%. The decrease in external costs and overhead was primarily attributable to a $0.8 million reduction of marketing and advertising expenses as a result of cost cutting initiatives. The increase in employee expenses was primarily due to higher wages and benefits of $0.1 million. The increase in share-based compensation expense of $0.2 million was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Previous wording
Interest income was $2.1 million for the three months ended March 31, 2025 as compared to $2.9 million for the three months ended March 31, 2024, a decrease of $0.9 million, or 30.3%. The decrease was primarily due to lower yields received on our cash deposits and lower average cash balances.
Current wording
Interest income was $1.9 million for the three months ended June 30, 2025 as compared to $3.3 million for the three months ended June 30, 2024, a decrease of $1.3 million, or 40.5%. The decrease was primarily due to lower yields received on our cash deposits and lower average cash balances.
Previous wording
Interest expense is primarily related to the accretion of our deferred royalty obligation with HCR and the senior secured term loan facility. Interest expense was $12.2 million for the three months ended March 31, 2025 as compared to $12.5 million for the three months ended March 31, 2024, a decrease of $0.3 million, or 2.1%. The overall decrease was related to lower interest on our senior secured term loan facility of $0.6 million as a result of a lower effective interest rate, partially offset by higher accretion of our deferred royalty obligation with HCR of $0.3 million.
Current wording
Interest expense is primarily related to the accretion of our deferred royalty obligation with HCR and the senior secured term loan facility. Interest expense was $13.0 million for the three months ended June 30, 2025 as compared to $12.7 million for the three months ended June 30, 2024, an increase of $0.3 million, or 2.5%. The increase was primarily related to higher accretion of our deferred royalty obligation with HCR of $0.4 million as a result of higher total revenue, net, partially offset by lower interest on our senior secured term loan facility of $0.1 million as a result of a lower effective interest rate.
Previous wording
We are subject to corporate taxation in Switzerland. We are also subject to taxation in other jurisdictions in which we operate, in particular, the United States and the United Kingdom, where our two wholly-owned subsidiaries are incorporated. We recorded an income tax expense of $0.2 million for both the three months ended March 31, 2025 and March 31, 2024.
Current wording
We are subject to corporate taxation in Switzerland. We are also subject to taxation in other jurisdictions in which we operate, in particular, the United States and the United Kingdom, where our two wholly-owned subsidiaries are incorporated. We recorded an income tax expense of $1.3 million for the three months ended June 30, 2025 as compared to $0.2 million for the three months ended June 30, 2024, primarily driven by a tax adjustment recorded in our UK operations as a result of the 2025 restructuring.
Previous wording
We recorded our proportionate share of Overland ADCT BioPharma’s net loss of $0.7 million for the three months ended March 31, 2024. We recorded our share of Overland ADCT Biopharma’s net loss up until the point at which our share of losses exceeded our interest in Overland ADCT BioPharma. Losses were not recognized in excess of our total investment, as we have not incurred legal or constructive obligations or committed to additional funding on behalf of the joint venture.
Current wording
We recorded our proportionate share of Overland ADCT BioPharma’s net loss of $0.6 million for the three months ended June 30, 2024. We recorded our share of Overland ADCT Biopharma’s net loss up until the point at which our share of losses exceeded our interest in Overland ADCT BioPharma. Losses were not recognized in excess of our total investment, as we have not incurred legal or constructive obligations or committed to additional funding on behalf of the joint venture.
Previous wording
License revenues and royalties were $5.6 million for the three months ended March 31, 2025 as compared to $0.2 million for the three months ended March 31, 2024, an increase of $5.4 million. In March 2025, the Company recognized $5.0 million in license revenue in connection with a milestone due upon ZYNLONTA’s conditional approval by Health Canada for the treatment of relapsed or refractory DLBCL after two or more lines of systemic therapy, which was paid to us by SOBI in the second quarter of 2025.
Current wording
Royalties were $6.4 million for the six months ended June 30, 2025 as compared to $0.6 million for the six months ended June 30, 2024, an increase of $5.8 million. We have an exclusive license agreement with SOBI to develop and commercialize ZYNLONTA in all territories other than the United States, greater China, Singapore and Japan. In March 2025, the Company recognized $5.0 million in license revenue in connection with a milestone due upon ZYNLONTA’s conditional approval by Health Canada for the treatment of relapsed or refractory DLBCL after two or more lines of systemic therapy, which was paid to us by SOBI in the second quarter of 2025. The increase was also attributable to increased royalty revenue from SOBI.
Previous wording
Cost of product sales were $2.1 million for the three months ended March 31, 2025 as compared to cost of product sales of $2.5 million for the three months ended March 31, 2024, a decrease of $0.4 million, or 17.9%. The decrease in cost of product sales was primarily driven by a $1.1 million batch cancellation fee recognized during the three months ended March 31, 2024 and a $0.6 million increase in our excess inventory reserve during the three months ended March 31, 2024, partially offset by an inventory write-down of $1.2 million during the three months ended March 31, 2025.
Current wording
Cost of product sales were $2.9 million for the six months ended June 30, 2025 as compared to cost of product sales of $3.7 million for the six months ended June 30, 2024, a decrease of $0.8 million, or 22.3%. The decrease in cost of product sales was primarily driven by a $1.1 million batch cancellation fee recognized during the six months ended June 30, 2024 and $0.3 million attributable to lower shipping and storage charges for the six months ended June 30, 2025. This decrease was partially offset by higher inventory write-downs of $0.6 million during the six months ended June 30, 2025.
Previous wording
Share-based compensation expense was $1.0 million for the three months ended March 31, 2025 as compared to a reversal of $0.6 million for the three months ended March 31, 2024, an increase of $1.5 million. The increase was primarily driven by the timing of forfeitures of awards in connection with employee terminations.
Current wording
Share-based compensation expense was $1.5 million for the six months ended June 30, 2025 as compared to a reversal of $0.1 million for the six months ended June 30, 2024, an increase of $1.6 million. The increase was primarily driven by the forfeitures of awards in connection with employee terminations in the prior year.
Previous wording
(1)Excludes share-based compensation expense.
Current wording
(1)Excludes share-based compensation expense (reversal).
Previous wording
General and administrative expenses were $10.0 million for the three months ended March 31, 2025 as compared to $12.0 million for the three months ended March 31, 2024, an overall decrease of $2.1 million, or 17.3%. The decrease in external costs and overhead of $2.2 million was primarily related to lower professional fees of $1.4 million primarily as a result of lower legal and accounting expenses and VAT recoveries of $0.5 million. The increase in employee expenses was primarily due to higher wages and benefits of $0.4 million, partially offset by lower recruitment costs of $0.1 million. The decrease in share-based compensation expense was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Current wording
General and administrative expenses were $18.8 million for the six months ended June 30, 2025 as compared to $22.3 million for the six months ended June 30, 2024, a decrease of $3.5 million, or 15.7%. The decrease in external costs and overhead was primarily related to lower professional fees of $1.7 million primarily as a result of lower legal and accounting expenses, VAT recoveries of $0.5 million, lower insurance costs of $0.4 million and lower travel and IT costs of $0.4 million. The decrease in employee expenses was primarily due to lower recruitment costs of $0.4 million, partially offset by higher wages and benefits of $0.2 million. The decrease in share-based compensation expense was primarily due to the timing of forfeitures of awards in connection with employee terminations.
Previous wording
As of March 31, 2025, we had cash and cash equivalents of $194.7 million and believe that our current cash position and capital resources are sufficient to fund our operation and meet capital requirements for at least the next twelve months from the date of this report.
Current wording
As of June 30, 2025, we had cash and cash equivalents of $264.6 million and believe that our current cash position and capital resources are sufficient to fund our operation and meet capital requirements for at least the next twelve months from the date of this report.
Previous wording
We plan to continue to fund our operating needs through our existing cash and cash equivalents, revenues from sales of ZYNLONTA, milestone and royalty payments under our licensing agreements and additional equity financings, debt financings and/or other forms of financing, as well as potential funds provided by collaborations. We are continuously exploring strategic collaborations, business combinations, licensing opportunities or similar strategies for our early-stage research pipeline and for clinical development and commercialization of ZYNLONTA and/or our product candidates. However, we may be unable to obtain such financing, licensing and collaboration arrangements on favorable terms, if at all, and if we are unable to do so we may need to prioritize our portfolio and reduce our investment in early stage research and development activities.
Current wording
We plan to continue to fund our operating needs through our existing cash and cash equivalents, revenues from sales of ZYNLONTA, milestone and royalty payments under our licensing agreements and additional equity financings, debt financings and/or other forms of financing, as well as potential funds provided by collaborations. We are continuously exploring strategic collaborations, business combinations, licensing opportunities or similar strategies for clinical development and commercialization of ZYNLONTA and/or our PSMA-targeting ADC. However, we may be unable to obtain such financing, licensing and collaboration arrangements on favorable terms, if at all.
Previous wording
Our primary uses of capital are, and we expect will continue to be, research and development expenses, selling and marketing expenses, compensation and related expenses, interest and principal payments on debt obligations and other operating expenses. We expect to incur substantial expenses as we continue to devote substantial resources to research and development and marketing and commercialization efforts, in particular to grow ZYNLONTA in the 3L+ DLBCL setting, continue to study and advance ZYNLONTA in earlier lines of therapy and in combinations to potentially expand our market opportunity and further develop our pipeline and our ADC platform. Cash used to fund operating expenses is impacted by the timing of when we pay expenses, as reflected in the change in our outstanding accounts payable and accrued expenses, as well as the timing of collecting receivables from the sale of ZYNLONTA and paying royalties related to our deferred royalty obligation.
Current wording
Our primary uses of capital are, and we expect will continue to be, research and development expenses, selling and marketing expenses, compensation and related expenses, interest and principal payments on debt obligations and other operating expenses. We expect to incur substantial expenses as we continue to devote substantial resources to research and development and marketing and commercialization efforts, in particular to grow ZYNLONTA in the 3L+ DLBCL setting, continue to study and advance ZYNLONTA in earlier lines of therapy and in combinations to potentially expand our market opportunity and further develop our PSMA-targeting ADC. Cash used to fund operating expenses is impacted by the timing of when we pay expenses, as reflected in the change in our outstanding accounts payable and accrued expenses, as well as the timing of collecting receivables from the sale of ZYNLONTA and paying royalties related to our deferred royalty obligation.
Previous wording
The following table summarizes our cash flows for the three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes our cash flows for the six months ended June 30, 2025 and 2024:
Previous wording
Net cash used in operating activities was $56.3 million for the three months ended March 31, 2025 as compared to $44.1 million for the three months ended March 31, 2024, an increase of $12.2 million. The increase was primarily due to the payment of the 2023 discarded drug rebate of $7.2 million paid in the first quarter of 2025, a $4.0 million period over period increase in annual bonus and retention payments and the timing of other operating cash payments and receipts.
Current wording
Net cash used in operating activities was $80.4 million for the six months ended June 30, 2025 as compared to $76.9 million for the six months ended June 30, 2024, an increase of $3.5 million. The increase was primarily due to the payment of the 2023 discarded drug rebate of $7.2 million paid in the first quarter of 2025, a $4.0 million period over period increase in annual bonus and retention payments, partially offset by a $3.0 million period over period increase in partner collections and the timing of other operating cash payments and receipts.
Previous wording
Net cash used in investing activities was $0.3 million for the three months ended March 31, 2025 as compared to $0.5 million for the three months ended March 31, 2024, a decrease of $0.3 million. The decrease in net cash used in investing activities relates to timing of purchases of property and equipment.
Current wording
Net cash used in investing activities was $0.3 million for the six months ended June 30, 2025 as compared to $0.6 million for the six months ended June 30, 2024, a decrease of $0.3 million. The decrease in net cash used in investing activities relates to timing of purchases of property and equipment.
Previous wording
There have been no material changes from the contractual obligations and commitments previously disclosed in our Annual Report.
Current wording
As a result of the 2025 Restructuring, and in accordance with the UK facility lease agreement, the Company notified the landlord of its intention to terminate the lease. In accordance with the lease terms, the landlord may require the Company to return the leased space to its original condition upon termination of the lease agreement, including the removal of the Company’s leasehold improvements. There remains uncertainty in relation to the specific works to be removed, if any, and amounts are not reasonably estimable as of June 30, 2025. Therefore, no liability has been recorded as of June 30, 2025. The Company will monitor negotiations with the landlord and record a liability when amounts become reasonably estimable. There have been no further changes from the contractual obligations and commitments previously disclosed in our Annual Report.
Rearranged current paragraphs (16)
Current report — wording carried from elsewhere
The following table summarizes our results of operations for the six months ended June 30, 2025 and 2024:
Current report — wording carried from elsewhere
We generate product revenue through the sale of ZYNLONTA in the United States. Revenue is recognized when control is transferred to the customer at the net selling price, which includes reductions for gross-to-net (“GTN”) sales adjustments such as government rebates, chargebacks, distributor service fees, other rebates and administrative fees, sales returns and allowances and sales discounts. In the long term, we expect that our product revenue will increase as we execute our business strategy, although our product revenue may fluctuate from period to period based on a number of factors, including patient demand, as well as the timing, dose and duration of patient therapy and customers’ ordering patterns and GTN deductions. We expect a relatively consistent level of GTN sales adjustments as a percentage of gross sales, but may also experience variability in GTN sales adjustments due to additional information and actual experience such as actual rebate and return rates.
Current report — wording carried from elsewhere
We generate license revenue and royalties from our strategic agreements for the development and commercialization of ZYNLONTA and other product candidates outside of the United States. Under these agreements, we receive upfront payments and are eligible for certain milestone payments and royalties. We are unable to predict the timing and amounts of license revenue and royalties as meeting milestones is subject to many factors outside of our control and we have limited control over our partners’ commercialization efforts.
Current report — wording carried from elsewhere
Cost of product sales primarily includes direct and indirect costs relating to the third-party manufacture and distribution of ZYNLONTA, royalties payable to a collaboration partner based on net product sales of ZYNLONTA and inventory write-downs. We expect that cost of product sales will increase over time as we sell through pre-approval inventory that was previously expensed prior to commercialization under U.S. GAAP. Factors such as inflation, tariffs and other external factors may also increase our cost of product sales as a percentage of product revenue if we are not able to increase the price at which we sell ZYNLONTA to offset such increases in our cost of product sales.
Current report — wording carried from elsewhere
Research and development expense consists primarily of employee related expenses, including share-based compensation expense; costs for production of preclinical and clinical-stage product candidates by CMOs; fees and other costs paid to contract research organizations in connection with the performance of preclinical studies and clinical trials; costs of related facilities, materials and equipment; external costs associated with obtaining intellectual property; depreciation; and upfront fees and achieved milestone payments associated with R&D collaboration arrangements.
Current report — wording carried from elsewhere
Our research and development expense may fluctuate from period to period based on a number of factors, including the timing, progress and stage of clinical trials, costs associated with regulatory approval processes and manufacturing costs associated with commercialization activities prior to the receipt of regulatory approval.
Current report — wording carried from elsewhere
The following table summarizes our selling and marketing expenses for the six months ended June 30, 2025 and 2024:
Current report — wording carried from elsewhere
Selling and marketing costs (“S&M”) are expensed as incurred and are primarily attributable to commercialization of ZYNLONTA in the United States. S&M includes employee costs and share-based compensation expense for commercial employees and external costs related to commercialization (including professional fees, communication costs and IT costs, travel expenses and depreciation of property and equipment).
Current report — wording carried from elsewhere
The following table summarizes our general and administrative expenses for the six months ended June 30, 2025 and 2024:
Current report — wording carried from elsewhere
General and administrative expense includes employee related costs (including wages, benefits and share-based compensation expense) for general and administrative employees, external costs (including, in particular, professional fees, legal fees and costs associated with maintaining patents and other intellectual property, communications costs and IT costs, facility expenses and travel expenses) and depreciation of property and equipment and right-of-use assets.
Current report — wording carried from elsewhere
Interest income includes interest received from banks on our cash balances. Our policy is to invest funds in a variety of capital preservation instruments, which may include all or a combination of cash and cash equivalents, short-term and long-term interest-bearing instruments, investment-grade securities, and direct or guaranteed obligations of the U.S. government.
Current report — wording carried from elsewhere
Interest income was $4.0 million for the six months ended June 30, 2025 as compared to $6.2 million for the six months ended June 30, 2024, a decrease of $2.2 million or 35.7%. The decrease was primarily due to lower yields received on our cash deposits and lower average cash balances.
Current report — wording carried from elsewhere
Interest expense is primarily related to the accretion of our deferred royalty obligation with HCR and the senior secured term loan facility. Interest expense was relatively flat at $25.2 million for the six months ended June 30, 2024 and June 30, 2025. This was due to higher accretion of our deferred royalty obligation with HCR of $0.8 million as a result of higher total revenue, net, partially offset by lower interest on our senior secured term loan facility of $0.7 million as a result of a lower effective interest rate.
Current report — wording carried from elsewhere
We are subject to corporate taxation in Switzerland. We are also subject to taxation in other jurisdictions in which we operate, in particular, the United States and the United Kingdom, where our two wholly-owned subsidiaries are incorporated. We recorded an income tax expense of $1.4 million for the six months ended June 30, 2025 as compared to $0.4 million for the six months ended June 30, 2024, primarily driven by a tax adjustment recorded in our UK operations as a result of the 2025 restructuring.
Current report — wording carried from elsewhere
Equity in Net Losses of Joint Venture
Current report — wording carried from elsewhere
We recorded our proportionate share of Overland ADCT BioPharma’s net loss of $1.3 million for the six months ended June 30, 2024. We recorded our share of Overland ADCT Biopharma’s net loss up until the point at which our share of losses exceeded our interest in Overland ADCT BioPharma. Losses were not recognized in excess of our total investment, as we have not incurred legal or constructive obligations or committed to additional funding on behalf of the joint venture.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Preclinical product candidates and research pipeline