Quarterly report pursuant to Section 13 or 15(d)

COMMITMENTS AND CONTINGENCIES

v3.22.0.1
COMMITMENTS AND CONTINGENCIES
 9 Months Ended
Jan. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

9. COMMITMENTS AND CONTINGENCIES

 

Contractual Obligations

 

On May 1, 2016, the Company entered into a Standard Exclusive License Agreement for AL002 with Sublicensing Terms with Licensor, pursuant to which Licensor granted the Company a royalty bearing exclusive worldwide license limited to the field of Alzheimer’s Immunotherapy and Diagnostics, under United States Patent No. 8,188,046, entitled “Amyloid Beta Peptides and Methods of Use,” filed April 7, 2009 and granted May 29, 2012.

 

In addition to royalty payments of 4% on net sales of products developed from the licensed technology, the Company is required to pay milestone payments on the due dates to the licensor for the license of the technology, as follows:

 

Original AL001 License:

 

Payment     Due Date   Event
$ 65,000     Paid in November 2021    IND application filing
             
$ 190,000     Paid in November 2021    Upon first dosing of patient in a clinical trial
             
$ 500,000     12 months from first patient dosing    Upon Completion of first clinical trial
             
$ 1,250,000     12 months from completion of the first Phase II clinical trial    Upon first patient treated in a Phase III clinical trial
             
$ 10,000,000     8 years from the effective date of the agreement    Upon FDA approval

 

 AL002 License:

 

Payment     Due Date   Event
$ 50,000      Upon IND application filing    Upon IND application filing
             
$ 50,000      12 months from IND application filing date    Upon first dosing of patient in first Phase I clinical trial
             
$ 175,000      12 months from first patient dosed in Phase I    Upon completion of first Phase I clinical trial
             
$ 500,000      24 months from completion of first Phase I clinical trial    Upon completion of first Phase II clinical trial
             
$ 1,000,000      12 months from completion of the first Phase II clinical trial    Upon first patient treated in a Phase III clinical trial
             
$ 10,000,000      7 years from the effective date of the agreement    Upon FDA BLA approval

 

If the Company fails to meet a milestone by its specified date, the Licensor may terminate the license agreement. 

 

Licensor was also granted a preemptive right to acquire such shares or other equity securities that may be issued from time to time by the Company while Licensor remains the owner of any equity securities of the Company.

 

There are certain license fees and milestone payments required to be paid pursuant to the terms of the Standard Exclusive license agreements with Sublicensing Terms, both effective July 2, 2018 (the “AL001 license agreements”) with Licensor and the University of South Florida. In addition, a royalty payment of 3% is required pursuant to License #18110 while License #1811 requires a royalty payment of 1.5% on net sales of products developed from the licensed technology. Additionally, the Company is required to pay milestone payments on the due dates to Licensor for the license of the technology, as follows:

 

 

Additional AL001 Licenses:

 

Payment     Due Date   Event
$ 50,000      December 31, 2022    IND application filing
             
$ 150,000      12 months from IND filing date    Upon first dosing of patient in a clinical trial
             
$ 400,000      12 months from first patient dosing    Upon Completion of first clinical trial
             
$ 1,000,000      36 months from completion of the first Phase II clinical trial    Upon first patient treated in a Phase III clinical trial
             
$ 8,000,000      8 years from the effective date of the agreement    First commercial sale