During the fourth quarter of 2021, the Company received $2.4
million advancement of funds in relation to the CPRIT grant. The
Company recorded $1.8 million of grant income related to the CPRIT
grant as revenue for the six months ended June 30, 2022. At June
30, 2022, there were no restricted cash or
deferred revenue amounts on the Company’s condensed
consolidated financial statements. At June 30, 2022, the Company
recorded $0.6 million of grant income receivable, which represented
grant income earned in advance of the next tranche of funds to be
received from CPRIT.
NOTE 13: LEGAL PROCEEDINGS
From time to time, the Company may be party to ordinary, routine
litigation incidental to their business. The Company knows of no
material, active or pending legal proceedings against the Company,
nor is the Company involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which
any of the Company’s directors, officers or affiliates, or any
registered or beneficial shareholder, is an adverse party or has a
material interest adverse to the Company’s interest.
An arbitration proceeding was brought against the Company before
the Financial Industry Regulatory Authority, Inc. (“FINRA”) by a
broker seeking to be paid compensation for two financing
transactions that occurred in 2018, a warrant conversion and a
private placement brokered by another broker. The broker’s claims
were based on a placement agent agreement for a private placement
it brokered in 2017, under which it alleged it was entitled to
compensation for the 2018 transactions. The FINRA panel found in
favor of the broker and awarded the broker $2.4 million for
compensation, interest and attorney fees. As of December 31, 2021,
the Company recorded an accrual of $2.4 million in accrued
liabilities on its consolidated balance sheet and a $2.4 million
charge to other expenses. On September 17, 2021, the broker filed a
petition to confirm the FINRA arbitration award in the Supreme
Court of New York for the County of New York. The Company removed
the case to the United States District Court for the Southern
District of New York on September 27, 2021. On October 22, 2021,
the Company filed a motion in federal court to vacate the award. On
March 9, 2022, the Company was notified that its motion to vacate
the award was denied and the broker was awarded an additional $0.1
million in interest. Post judgment interest accrued at 1.02% until
the judgement was paid. The Company paid the $2.5 million judgement
on March 24, 2022.
NOTE 14: RELATED PARTY TRANSACTIONS
The following table sets forth related party transaction expenses
recorded for the three and six months ended June 30, 2022 and 2021,
respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended
|
|
For the Six Months
Ended
|
|
|
June 30,
|
|
June 30,
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Baylor College of Medicine
|
|
$
|
285,000
|
|
$
|
841,000
|
|
$
|
1,142,000
|
|
$
|
1,263,000
|
Bio-Techne Corporation
|
|
|
—
|
|
|
114,000
|
|
|
101,000
|
|
|
160,000
|
Wilson Wolf Manufacturing Corporation
|
|
|
46,000
|
|
|
—
|
|
|
101,000
|
|
|
34,000
|
Total Research and development
|
|
$
|
331,000
|
|
$
|
955,000
|
|
$
|
1,344,000
|
|
$
|
1,457,000
|
$0.1 million of related party transactions are included in accounts
payable and accrued liabilities as of June 30, 2022.
Agreements with The Baylor College of Medicine (“BCM”).
In November 2018, January 2020 and February 2020, the Company
entered in Sponsored Research Agreements with BCM, which provided
for the conduct of research for the Company by credentialed
personnel at BCM’s Center for Cell and Gene Therapy.
In September 2019, May 2020 and July 2021, the Company entered into
Clinical Supply Agreements with BCM, which provided for BCM to
provide to the Company multi tumor antigen specific products.
In October 2019, the Company entered in a Workforce Grant Agreement
with BCM, which provided for BCM to provide to the Company manpower
costs of projects for manufacturing, quality control testing and
validation run activities.
In August 2020, the Company entered in a Clinical Trial Agreement
with BCM, which provided for BCM to provide to the Company
investigator-initiated research studies.