Significant Vendor Disclosure [Text Block] |
NOTE D - SIGNIFICANT VENDOR
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1)
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During the three months ended September
30, 2012 and 2011, the Company had four service
arrangements with the Center for Molecular
Biotechnology of Fraunhofer USA, Inc.
(“FhCMB”) for research and development. The
Company previously disclosed that FhCMB was a related
party since its former Chief Scientific Officer was an
employee and an executive of FhCMB.
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A)
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In 2003, the Company entered into a
Technology Transfer Agreement (“TTA”) which
requires FhCMB to provide the Company with research and
development services related to the commercialization
of the Technology and allows FhCMB to apply the
Technology to the development and production of certain
vaccines for use in developing countries as defined in
the agreement. The most recent amendment to the TTA
requires: 1) the Company to make payments to FhCMB of
$2,000,000 per year for five years, aggregating
$10,000,000, for such services beginning in November
2009; and 2) FhCMB to expend at least equal amounts
during the same timeframe for research and development
services related to the commercialization of the
Technology. Additionally, under the terms of the TTA
and for a period of 15 years: 1) the Company shall pay
FhCMB a defined percentage (per the agreement) of all
receipts derived by the Company from sales of products
produced utilizing the Technology and a defined
percentage (per the agreement) of all receipts derived
by the Company from licensing the Technology to third
parties with an overall minimum annual payment of
$200,000 commencing on December 31, 2010 and 2) FhCMB
shall pay the Company a defined percentage (per the
agreement) of all receipts from sales, licensing, or
commercialization of the Technology in developing
countries as defined in the agreement. All new
intellectual property invented by FhCMB during the
period of the TTA is owned by and is required to be
transferred to iBio. The expense for the three months
ended September 30, 2012 and 2011 was approximately
$550,000 and $626,000, respectively. The Company is
charged interest by FhCMB on certain outstanding
balances at prime plus 2 percent. Interest expense for
the three months ended September 30, 2012 and 2011 was
approximately $15,000 and $10,000, respectively.
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B)
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In December 2010, the Company and FhCMB
entered into a $1,660,000 research services agreement
to evaluate gene expression and protein production,
focused on a series of product candidates, using the
iBioLaunch platform. Work on this project has
terminated. The expenses for the three months ended
September 30, 2012 and 2011 were $0 and approximately
$264,000, respectively.
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C)
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In March 2011, the Company and FhCMB
entered into a $432,000 research services agreement for
the evaluation of the mechanism of immune-potentiating
activity of lichenase (“LicKM”), which is a
thermostable bacterial enzyme used as a carrier
molecule for vaccine antigens. The value of LicKM is as
an immunomodulator. FhCMB completed its research
obligations for this project. The expenses for the
three months ended September 30, 2012 and 2011 were $0
and $211,000 respectively.
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