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DEBT | 6 Months Ended
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Jun. 30, 2025
Debt Disclosure [Abstract] |
DEBT | DEBT As of June 30, 2025 and December 31, 2024, long-term debt, net, consisted entirely of the carrying value of the Company’s 6.5% Convertible Senior Notes due 2027 (the “2027 Convertible Notes”) of $39.0 million a nd $38.8 million, respectively. 6.5% Convertible Senior Notes due 2027 On August 22, 2022, Assertio entered into a purchase agreement (the “Purchase Agreement”), with U.S. Bank Trust Company as the trustee (the “2027 Convertible Note Trustee”) of the initial purchasers (the “Initial Purchasers”) to issue $60.0 million in aggregate principal amount of the 2027 Convertible Senior Notes. Under the Purchase Agreement, the Initial Purchasers were also granted an overallotment option to purchase up to an additional $10.0 million aggregate principal amount of the 2027 Convertible Notes solely to cover overallotment (the “Overallotment Option”) within a 13-day period from the date the initial 2027 Convertible Notes were issued. On August 24, 2022, the Initial Purchasers exercised the Overallotment Option in full for the $10.0 million aggregate principal of additional 2027 Convertible Notes. The 2027 Convertible Notes are senior unsecured obligations of the Company. On February 27, 2023, the Company completed a privately negotiated exchange of $30.0 million principal amount of the 2027 Convertible Notes. The terms of the 2027 Convertible Notes are governed by an indenture dated August 25, 2022 (the “2027 Convertible Note Indenture”). The 2027 Convertible Notes are convertible at the option of the holder at an initial conversion rate of 244.2003 shares of the Company’s common stock per $1,000 principal amount (equal to an initial conversion price of approximately $4.09 per share), subject to adjustments specified in the 2027 Convertible Note Indenture. The Company may elect to settle conversions in shares of the Company’s common stock, cash, or a combination of common stock and cash. If any of the 2027 Convertible Notes remain outstanding at maturity, the Company will repay the outstanding principal amount and accrued interest in cash. The 2027 Convertible Notes will mature on September 1, 2027, unless earlier repurchased, redeemed or converted. Starting on September 8, 2025, the Company may redeem the 2027 Convertible Notes for cash equal to the principal amount, plus accrued and unpaid interest, if the closing price of the Company’s common stock has been at least 130% of the conversion price noted above then in effect for at least 20 trading days during any 30 consecutive trading day period. Pursuant to the terms of the 2027 Convertible Note Indenture, the Company and its restricted subsidiaries must comply with certain covenants, including mergers, consolidations, and divestitures; guarantees of debt by subsidiaries; issuance of preferred and/or disqualified stock; and liens on the Company’s properties or assets. The Company was in compliance with its covenants with respect to the 2027 Convertible Notes as of June 30, 2025. The 2027 Convertible Notes bear interest at a rate of 6.5% per annum payable semiannually in arrears on March 1 and September 1 of each year. The following table reflects the carrying value of the 2027 Convertible Notes as of June 30, 2025 and December 31, 2024 (in thousands):
| June 30, 2025 |  | December 31, 2024
Principal balance | $ | 40,000 |  |  | $ | 40,000 |
Derivative liability for embedded conversion feature | 168 |  |  | 168 |
Unamortized debt issuance costs | (1,122) |  |  | (1,355) |
Carrying value | $ | 39,046 |  |  | $ | 38,813 |
The debt issuance costs incurred related to the 2027 Convertible Notes are recognized as a debt discount and are being amortized as interest expense over the term of the 2027 Convertible Notes using the effective interest method with an eff ective interest rate determined to be 7.8%. The Company determined that an embedded conversion feature included in the 2027 Convertible Notes required bifurcation from the host contract and to be recognized as a separate derivative liability carried at fair value. See Note 11, Fair Value, for further details around the estimated fair value of the derivative liability. All of the other embedded features of the 2027 Convertible Notes were clearly and closely related to the debt host and did not require bifurcation as a derivative liability, or the fair value of the bifurcated features was immaterial to the Company’s financial statements. Interest Expense The following table reflects debt-related interest included in Interest expense in the Company’s Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 2025 and 2024 (in thousands):
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2025 |  | 2024 |  | 2025 |  | 2024
Interest on 2027 Convertible Notes | $ | 650 |  | $ | 650 |  | $ | 1,300 |  | $ | 1,300
Amortization of debt issuance costs on 2027 Convertible Notes | 118 |  | 108 |  | 233 |  | 215
Total interest expense | $ | 768 |  | $ | 758 |  | $ | 1,533 |  | $ | 1,515

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