Eterna Therapeutics amends Factor license: adds veterinary use, $416k/mo fee from Sep 2024

Ernexa Therapeutics Inc.

Amendment expands field of use to include veterinary uses; initial term extended to 5 years if $6M paid.
Sublicense royalty reduced from 30% to 20%; monthly maintenance fee of $416,667 starts Sep 2024.
Factor’s termination rights for non-sublicensed patents eliminated; CEO Matthew Angel is co-founder of Factor parent.
Amendment considered a related-party transaction due to CEO's role at Factor Bioscience Inc.

item 1.01 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 Exclusive License Agreement with Factor Bioscience Limited (effective 2023-07-12).

Action: amendment
Agreement: license
Counterparty: Factor Bioscience Limited
Effective: 2023-07-12

Exact text from the filing

On July 12, 2023, the Company and Factor entered into an amendment to the Exclusive License Agreement (the “ Amendment ”), pursuant to which, among other things, the Exclusive License Agreement has been amended to (i) expand the field of use of the Factor Patents to include veterinary uses, (ii) provide that the initial term of the Exclusive License Agreement, which expires on November 22, 2027, will automatically extend for a period of five years (increased from two-and-a-half years) if the Company pays to Factor at least $6.0 million, which may be composed of the fees received by the Company from sublicenses to the Factor Patents (“ Sublicense Fees ”), other cash on hand, or a combination thereof, (iii) reduce the amount of Sublicense Fees payable by the Company to Factor during the foregoing renewal term from 30% to 20%, (iv) eliminate Factor’s termination rights with respect to Factor Patents that are not sublicensed, or for which an opportunity has not been identified, in each cas

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Source: SEC EDGAR

accession 0001140361-23-034310

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