ALT5 Sigma subsidiary signs non-binding term sheet to acquire Soin Bioscience for equity, milestones up to $60M

AI Financial Corp

Non-binding term sheet signed Nov 19, 2024: Alyea Therapeutics to acquire 100% of Soin Bioscience from Dr. Amol Soin.
Consideration: 10% Alyea common equity (forfeitable pre-IPO), $5M cash on first FDA approval, 5% royalty up to $40M, 10% of PRV sale proceeds up to $15M.
Clawback: If Alyea no IPO by Dec 31, 2025, Dr. Soin can reclaim Soin Bio and Soin Thera for no consideration.
Soin Bio's clear patch technology is investigational, pending clinical trials and FDA approval; delivers pain medication up to 8 hours.
Binding exclusivity: Soin Bio cannot solicit other offers until Feb 28, 2025; subject to due diligence and definitive agreements.

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