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Note 7 - Deposit
9 Months Ended
Sep. 30, 2025
Notes to Financial Statements  
Deposit Assets [Test Block]

Note 7 - Deposit

 

On April 19, 2025, WINT Real Estate, LLC, or WINT LLC, a wholly owned subsidiary of Windtree Therapeutics, Inc., entered into an Assignment and Conditional Assumption Agreement, or the Assignment with Way Maker Growth Fund, LLC, or Way Maker, relating to that certain Purchase and Sale Agreement dated June 28, 2024, or the Original Purchase Agreement, as amended by that certain First Amendment to Purchase and Sale Agreement, dated December 19, 2024, or the First Amendment, and that certain Second Amendment to Purchase and Sale Agreement, dated March 25, 2025, the Second Amendment (the Original Purchase Agreement, as amended by the First Amendment and the Second Amendment, is referred to hereafter as the Purchase Agreement), and that certain development services agreement, dated February 4, 2025, or the Development Agreement, and together with the Purchase Agreement, collectively, the Assigned Agreements, each between Way Maker and TBB Crescent Park Drive LLC, or TBB CPD. Pursuant to the Purchase Agreement, TBB CPD agreed to sell to Way Maker real property commonly known as The Aubrey, located at 11755 Southlake, Houston, Texas, or the Property.

 

On April 30, 2025 WINT LLC advanced $1.4 million, or the Advance, to TBB CPD to be held as part of the earnest money due under the Purchase Agreement. On  June 24, 2025, TBB CPD provided a notice of termination with respect to the Purchase Agreement to the Company. The notice of termination demanded the $3 million in earnest money held by the escrow agent for the transaction, of which $1.4 million was paid by the Company with the remainder by Way Maker, be released to TPP CPD. The Company had disputed TPP CPD’s entitlement to the $3 million in earnest money.

 

On September 30, 2025, WINT LLC and TBB CPD entered into a Settlement and Mutual Release Agreement which instructs the Escrow Holder to release $0.8 million of the Earnest Money to WINT LLC and to release the remaining earnest money to TBB CPD. In addition, the parties agree that the Purchase Agreement is validly terminated and WINT has no rights with regard to the Property along with a mutual release of claims as defined in the Agreement. The $0.8 million is included in prepaid and other current assets at September 30, 2025 and was disbursed by the Escrow Holder and received by the Company in October 2025.