Eterna Therapeutics restructures license with Factor Bioscience, gains right to sublicense three US patents

Ernexa Therapeutics Inc.

Amendment dated Nov 22, 2022 grants exclusive sublicensing rights to three US patents (10,662,410, 10,829,738, 10,982,229) from Factor to Brooklyn Immunotherapeutics.
Prior Novellus-Factor license terminated; Novellus removed and Factor becomes direct licensor to Brooklyn and NoveCite (25% owned by Eterna).
Brooklyn pays Factor 20% of sublicense fees (first 5-year term) and 30% (potential 2.5-year extension); extension contingent on $100M in sublicense fees.
License term is 5 years, extendable by 2.5 years; Eterna guarantees all payments and obligations of Brooklyn under the amended agreement.
Dr. Matthew Angel, Eterna's interim CEO, is co-founder, President, and CEO of Factor Bioscience's parent; transaction is a related-party deal.

item 1.01 item 1.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Ernexa Therapeutics Inc. amended First Amendment with Factor Bioscience Limited (effective 2022-11-22).

Action: amendment
Agreement: license
Counterparty: Factor Bioscience Limited
Effective: 2022-11-22

Exact text from the filing

On November 22, 2022 (the “ Amendment Effective Date ”), Eterna Therapeutics Inc., a Delaware corporation (the “ Company ”), entered into a First Amendment (the “ Amendment ”) to the Exclusive License Agreement, dated as of April 26, 2021 (the “ Original License Agreement ,” and as amended by the Amendment, the “ Amended Factor License Agreement ”), by and among Brooklyn Immunotherapeutics LLC, a wholly owned subsidiary of the Company (“ Brooklyn LLC ”), Novellus Therapeutics Limited, a wholly owned subsidiary of the Company (“ Novellus ”), and Factor Bioscience Limited (“ Factor ”).

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Source: SEC EDGAR

accession 0001140361-22-042770

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