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VENDOR AGREEMENTS
3 Months Ended
Mar. 31, 2026
Vendor Agreements  
VENDOR AGREEMENTS

NOTE 3 – VENDOR AGREEMENTS

 

Vendor Advances

 

The Company has entered into various contracts with service providers pursuant to which the Company pays the vendor an advance at the beginning of the contractual period. These vendor advances could be paid by the Company either in cash or in shares of common stock, depending on the terms of the contract. The advances are reduced by the accumulated value of the services performed by the vendor or are amortized on a straight-line basis over the service period, whichever is shorter. As of December 31, 2025, advances to vendors totaled $845. Amortization expense relating to the vendor advances during the three months ended March 31, 2026 was $220, with an unamortized balance of $625 as of March 31, 2026.

 

Vendor advances consisted of the following at March 31, 2026 and December 31, 2025:

 

   March 31, 2026   December 31, 2025 
Prevail Infoworks (a)  $900   $900 
Cross Current Capital (b)   856    856 
Vendor advances, gross   1,756    1,756 
Less: accumulated amortization   (1,131)   (911)
Vendor advances, net  $625   $845 

 

The remaining unamortized balance of $625 as of March 31, 2026, will be fully amortized during the year ending December 31, 2026.

 

  (a) Kairos Agreement with Prevail Infoworks, Inc.

 

On August 1, 2024, the Company entered into a master service and technology agreement with Prevail Infoworks, Inc. (“Prevail”), pursuant to which Prevail agreed to provide certain clinical research services to the Company. As part of the agreement, the Company was required to make an advance payment of $900 to Prevail before commencement of services and, at such time as we notify Prevail to engage their services related to the relevant clinical trial, or six months from the date of the agreement, pay approximately $80 per month during the time Prevail performs clinical research services for the Company’s Phase 2 ENV 105 prostate and Phase 1 ENV 105 lung clinical trials. The agreement with Prevail is subject to cancellation at any time upon 30 days’ written notice to the other party. The Company made the $900 advance payment to Prevail in October 2024 and it is included in vendor advances on the accompanying Balance Sheets as of March 31, 2026, and December 31, 2025. The unamortized balance of the advance was $400 as of March 31, 2026.

 

 

  (b) Kairos Agreement with Cross Current Capital LLC

 

On October 1, 2024, the Company entered into a consulting agreement (the “Consulting Agreement”) with Cross Current Capital LLC, a limited liability company organized under the laws of Puerto Rico (“Cross Current”), and Alan Masley (the “Advisor”), pursuant to which Cross Current agreed to provide certain financial and business consulting services to the Company including, but not limited, to (a) help drafting a public company competitive overview, (b) help preparing and/or reviewing a valuation analysis, (c) help in drafting marketing materials and presentations, (d) reviewing the Company’s business requirements and discuss financing and businesses opportunities, (e) investor marketing, (f) investor relations introductions, (g) legal counsel introductions, (h) auditor introductions, (i) investment banking and research introductions, (j) M&A canvassing and ways to grow the business organically, and (k) stand by capital markets advisory services. For the services rendered thereunder, the Company agreed to pay Cross Current $200 in cash and agreed to issue to the Advisor $500 of restricted shares of the Company’s common stock under the Company’s 2023 Plan. The payment of $200 and the value of the shares, both totaling $856, are included in vendor advances on the accompanying Balance Sheets as of March 31, 2026 and December 31, 2025. The unamortized balance of the advances was $225 at March 31, 2026.