Note 18 - Subsequent Events

12 Months Ended

Dec. 31, 2021

Notes to Financial Statements

Subsequent Events [Text Block]

18. SUBSEQUENT EVENTS

On February 3, 2022, the Company and the Sales Agent entered into Amendment No. 2 to the Offering Agreement At the Market Offering Agreement (the “Offering Agreement”) with H.C. Wainwright & Co., LLC to further increase the maximum aggregate offering price of shares of Common Stock that may be offered and sold from time to time under the Amended Offering Agreement from $15,280,313 to $19,555,261, which enables the Company to sell an additional $4,275,000 of shares after taking into account prior sales under the Offering Agreement (the “Additional Shares”). Amendment No. 2 also amended the Offering Agreement to change the expiration date of the Amended Offering Agreement from August 9, 2022 to the date on which all of the Additional Shares are sold by the Company or until the Amended Offering Agreement is otherwise mutually terminated, subject to the early termination provisions set forth in the agreement. The terms and conditions of the Offering Agreement otherwise remain unchanged. Subsequent to December 31, 2021, the Company sold a total of 918,093 shares of common stock under the H.C. Wainwright ATM Agreement for aggregate gross proceeds of $681,000 at an average selling price of $0.74 per share, resulting in net proceeds of approximately $594,000 after deducting commissions and other transaction costs of approximately $87,000. These sales lowered the conversion price on the Second Amended and Restated Convertible Promissory Note with Boyalife Asset Holding II, Inc. to $0.65 per share as of February 28, 2022.

On March 4, 2022, the Company entered into an Amendment No. 1 (the “Amendment to Note”) to its Second Amended and Restated Convertible Promissory Note with Boyalife Asset Holding II, Inc. (the “Note”), and an Amendment No. 2 (the “Amendment to Credit Agreement”) to its First Amended and Restated Revolving Credit Agreement with Boyalife Asset Holding II, Inc. (the “Credit Agreement”). The Amendment to Note amends the maturity date of the Note to be March 6, 2023, and provides that interest accrued and unpaid as of March 6, 2022 is due and payable as of March 6, 2022. After March 6, 2022, accrued and unpaid interest shall become due and payable annually on December 31^st of each year. The Amendment to Credit Agreement amends the Credit Agreement to change the defined term “Termination Date” to be March 6, 2023.

On March 24, 2022, the Company entered into a License and Technology Access Agreement with Boyalife Genomics (the “Boyalife License Agreement”), for the purpose of creating a contract manufacturing and development organization (“CDMO”) division of the Company.  The newly formed division will be called TG Biosynthesis.  Boyalife Genomics is an affiliate of our Chairman and CEO, Dr. Chris Xu, and is a Tianjin, China-based cell manufacturing organization that has developed substantial manufacturing technology relating to cell manufacturing services.  Under the terms of the Boyalife License Agreement, Boyalife Genomics granted the Company and its subsidiaries and affiliates an exclusive license in the United States to use Boyalife Genomics’ existing and future know-how and U.S. patents rights (if any) relating to cell manufacturing and related processes.  Notwithstanding the foregoing exclusivity, Boyalife Genomics retains the right to use the licensed intellectual property in the U.S. solely for its internal use in connection with the provision of products and services to third parties.  In consideration of this license, the Company will pay to Boyalife Genomics a running royalty of 7.5% of the Company’s annual net sales of products and services that are covered by one of more Boyalife Genomics’ patents and 5.0% of other products and services covered by the licensed intellectual property; and transfer to Boyalife Genomics’ all of the Company’s 8.63% minority equity interest in ImmuneCyte Inc.

Also on March 4, 2022, we entered into a Lease Agreement with Z3 Investment LLC (“Lessor”) for approximately 35,475 square feet of space in the Sacramento, California.  Under the terms of the agreement, the Lessor will build out the facility into a state-of-the-art current good manufacturing practice (cGMP) compliant facility with 12 cGMP clean room suites (the “CDMO Facility Lease”).    The Lessor anticipates the build out to be completed in late 2022 at which time the Company can then begin to offer CDMO services to customers.  The CDMO Facility Lease provides for a lease term beginning on April 1, 2022 and ending on September 30, 2027, with a right of the Company to extend the lease for 2 additional periods of 5 years each.