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Subsequent Events
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

Note 9. Subsequent Events

 

Research and Development Agreement

 

The Company and StemCell Systems GmbH (“SCS”), entered into a Strategic R&D Agreement dated July 1, 2020 (the “Strategic Agreement”) having an initial term of three years with successive one-year extensions unless earlier terminated. The Strategic Agreement includes a $25,000 monthly fee to paid to SCS along with any additional expenses incurred.

 

The Company, SCS, and certain affiliates of SCS entered into a non-binding memorandum of understanding dated July 1, 2020 (the “MOU”) which was subject to execution and delivery of a definitive agreement on or before July 31, 2020 relating to among other things, certain rights of first refusal and first offer pertaining to SCS Inventions and Ownership Interests as defined in the MOU. On July 29, 2020, the Company and SCS entered into a Right of First Refusal and Corporate Opportunities Agreement (the “ROFR Agreement”). Pursuant to this ROFR Agreement, (i) in the event an SCS Stockholder receives an offer from a third party to acquire the SCS Stockholder’s SCS ownership interest, the Company shall have ten business days to purchase such ownership interest, and (ii) if during the term of the Strategic Agreement, any SCS Inventions, with respect to skin, burns and wounds, designs, inventions and among other things, whether or not patentable, copyrightable or otherwise legally protectable are discovered by SCS, the Company shall have the first option to negotiate mutually agreeable terms for the Company’s acquisition or licensing of the SCS Inventions.

 

In consideration of entering into the ROFR Agreement, SCS was granted an option to purchase up to 999,999 shares of the Company’s common stock. The option grant will vest as follows: (i) 99,999 on July 29, 2020, (ii) 900,000 in equal monthly installments beginning on August 31, 2020. Concurrent with the option grant, SCS assigned and transferred its rights in the options to Dr. Jörg Gerlach, MD, PhD.

 

New Board Member

 

On August 1, 2020, the Company appointed Lydia M. Evans, M.D. to its Board of Directors. In connection with the appointment, Dr. Evans was granted an option to purchase up to 20,000 shares of the Company’s common stock at an exercise price of $3.00 per share. 10,000 of the options vest immediately with the balance vesting August 3, 2021.

 

Related Party Advance Repayment

 

Subsequent to the period ended June 30, 2020, the Company repaid a $50,000 short-term advance from Kalen Capital Corp, a wholly owned corporation of Mr. Harmel Rayat, the Chairman of the Board.

 

Management has reviewed material events subsequent of the period ended June 30, 2020, and prior to the filing of financial statements in accordance with FASB ASC 855 “Subsequent Events”.