Mustang Bio, Inc. (NASDAQ:FBIO) Files An 8-K Entry into a Material Definitive Agreement

Item1.01 Entry into a Material Definitive Agreement.

Exclusive License Agreement IV/ICV

On February 17, 2017 (the Effective Date),
Mustang Bio, Inc. (the Company) entered into an
exclusive license agreement (the IV/ICV
Agreement) with City of Hope (COH) to
acquire intellectual property rights in patent applications
related to the intraventricular and intracerebroventricular
methods of delivering T cells that express Chimeric Antigen
Receptors (CAR). to the IV/ICV Agreement, the
Company will pay COH an upfront fee of $125,000 within 30 days of
the Effective Date, in addition to an annual maintenance fee. COH
is eligible to receivemilestonepaymentstotaling approximately
$125,000, upon and subject to the achievement of certain
milestones. Royalty payments in the low single digits are due on
net sales of licensed products and revenue from sublicenses.

The term of the IV/ICV Agreement expires on a country-by-country
basis and on a patent right basis on the later to occur of the
expiration of the last to expire of any of the patent rights in
such country and the date on which the last of the remaining
obligations under the IV/ICV Agreement have been satisfied.
Either the Company or COH may terminate the IV/ICV Agreement upon
notice to the other upon breach without remedy or upon
insolvency. In addition, the Company may terminate the IV/ICV
Agreement at will without cause after adequate notice.

The CAR-T Agreements

On March 17, 2015, the Company entered into an exclusive license
agreement (the Original Agreement) with COH to
acquire CAR engineered T cells (CAR-T)
technology, which included intellectual property rights in
patents related to certain IL-13, CD123, and spacer technologies.
(Filed as Exhibit 10.6 to the Companys Registration Statement on
Form 10, filed with the Securities and Exchange Commission on
July 28, 2016). On February 17, 2017, the Company and COH amended
and restated the Original Agreement in connection with these
patents by entering into three separate amended and restated
exclusive license agreements, one relating to CD123, one relating
to IL-13 and one relating to the spacer technology, that amended
the Original Agreement in certain other respects, and
collectively replace the Original Agreement in its entirety. The
total potential consideration payable to COH by the Company, in
equity or cash, did not, in the aggregate, change materially from
the Original Agreement.

AR CD123 License

On February 17, 2017, the Company entered into an Amended and
Restated Exclusive License Agreement with COH to acquire
intellectual property rights pertaining to CD123 patent rights
(the AR CD123 License). to the AR CD123 License,
the Company and COH acknowledge that an upfront fee has already
been paid under the Original Agreement. In addition, an annual
maintenance fee will continue to apply. COH is eligible to
receivemilestonepayments totaling approximately $14.5 million
upon and subject to the achievement of certain milestones.
Royalty payments in the mid-single digits are due on net sales of
licensed products. The Company is obligated to pay COH a
percentage of certain revenues received in connection with a
sublicense in the mid-teens to mid-thirties, depending on the
timing of the sublicense in the development of any product. In
addition, equity grants made under the Original Agreement were
acknowledged, and the anti-dilution provisions of the Original
Agreement were carried forward.

The term of the AR CD123 License expires on a country-by-country
basis and on a patent right basis on the later to occur of the
expiration of the last to expire of any of the patent rights in
such country and the date on which the last of the remaining
obligations under the AR CD123 License have been satisfied.
Either the Company or COH may terminate the AR CD123 License upon
notice to the other upon breach without remedy or insolvency. We
may also terminate the AR CD123 License at will without cause.

AR IL-13 License

On February 17, 2017, the Company entered into an Amended and
Restated Exclusive License Agreement with COH to acquire
intellectual property rights pertaining to IL-13 patent rights
(the AR IL-13 License). to the AR IL-13 License,
the Company and COH acknowledge that an upfront fee has already
been paid under the Original Agreement. In addition, an annual
maintenance fee will continue to apply. COH is eligible to
receivemilestonepayments totaling approximately $14.5 million
upon and subject to the achievement of certain milestones.
Royalty payments in the mid-single digits are due on net sales of
licensed products. The Company is obligated to pay COH a
percentage of certain revenues received in connection with a
sublicense in the mid-teens to mid-thirties, depending on the
timing of the sublicense in the development of any product. In
addition, equity grants made under the Original Agreement were
acknowledged, and the anti-dilution provisions of the Original
Agreement were carried forward.

The term of the AR IL-13 License expires on a country-by-country
basis and on a patent right basis on the later to occur of the
expiration of the last to expire of any of the patent rights in
such country and the date on which the last of the remaining
obligations under the AR IL-13 License have been satisfied.
Either the Company or COH may terminate the AR IL-13 License upon
notice to the other upon breach without remedy or insolvency. We
may also terminate the AR IL-13 License at will without cause.

AR Spacer License

On February 17, 2017, the Company entered into an Amended and
Restated Exclusive License Agreement with COH to acquire
intellectual property rights pertaining to Spacer patent rights
(the AR Spacer License). to the AR Spacer
License, the Company and COH acknowledged that an upfront fee has
already been paid under the Original Agreement. In addition, an
annual maintenance fee will continue to apply. No royalties are
due if the Spacer technology is used in conjunction with a CD123
CAR or an IL-13 CAR, and royalty payments in the low single
digits are due on net sales of licensed products if the Spacer
technology is used in conjunction with other intellectual
property. The Company is obligated to pay COH a percentage of
certain revenues received in connection with a sublicense in the
mid-thirties. In addition, equity grants made under the Original
Agreement were acknowledged, and the anti-dilution provisions of
the Original Agreement were carried forward.

The term of the AR Spacer License expires on a country-by-country
basis and on a patent right basis on the later to occur of the
expiration of the last to expire of any of the patent rights in
such country and the date on which the last of the remaining
obligations under the AR Spacer License have been satisfied.
Either the Company or COH may terminate the AR Spacer License
upon notice to the other upon breach without remedy or
insolvency. We may also terminate the AR Spacer License at will
without cause.

The summaries of each agreement set forth above do not purport to
be complete and are subject to and qualified in their entirety by
reference to the text of such agreements.

About Mustang Bio, Inc. (NASDAQ:FBIO)

Fortress Biotech, Inc., formerly Coronado Biosciences, Inc., is a biopharmaceutical company. The Company is involved in the development of immunotherapy agents for the treatment of autoimmune diseases and cancer. Its sole product candidate is CNDO-109. The Company is also focused on acquiring, developing and commercializing pharmaceutical and biotechnology products. The Company’s product, CNDO-109, is a lysate (disrupted Closteroviridae (CTV)-1 cells, cell membrane fragments, cell proteins and other cellular components) that activates donor Natural Killer (NK) cells. CTV-1 is a leukemic cell line re-classified as a T-cell acute lymphocytic leukemia (ALL). The Company holds the license to develop and commercialize CNDO-109 to activate NK cells for the treatment of cancer-related and other conditions, and a non-exclusive license to certain clinical data solely for use in the Investigational new drug (IND) for CNDO-109. The Company is conducting the Phase I clinical studies of CNDO-109.

Mustang Bio, Inc. (NASDAQ:FBIO) Recent Trading Information

Mustang Bio, Inc. (NASDAQ:FBIO) closed its last trading session down -0.02 at 2.94 with 127,716 shares trading hands.