Q BioMed Inc. (OTCMKTS:QBIO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
Know-How Technology (Exclusive License) with ASDERA LLC (ASDERA)
whereby we were granted a worldwide, exclusive, license on
certain ASDERA intellectual property (ASDERA IP).
spectrum disorders (ASD) every year, approximately 20,000 become
nonverbal and will have to rely on assisted living for the rest
of their lives. The ASDERA IP is intended to treat the rare
pediatric condition (nonverbal disorder) during the second year
of life, when children learn to speak. If the treatment window of
during the second year is missed, many of these children may
become non-verbal for all of their lives. Currently, there is no
treatment for this nonverbal disorder. The ASDERA IP is not
intended to treat other aspects of ASD or to be used beyond the
estimated treatment window. The ASDERA IP consists of
patent-rights and know-how relating to a product candidate named
ASD-002.
and the issuance of 125,000 shares of our unregistered common
stock subject to a leak-out conditions after the Rule 144
period has ended. In addition to royalties based upon net sales
of the product candidate, if any, we are required to make
additional payments upon the following milestones:
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the filing of an investigational new drug application
(the IND) with the US Food and Drug Administration (FDA); |
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successful interim results of Phase II/III clinical trial
of the product candidate; |
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FDA acceptance of a new drug application;
|
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FDA approval of the product candidate; and
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achieving certain worldwide net sales.
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the development and commercialization of the product candidate
and are responsible for the costs of such development and
commercialization. We have undertaken a good-faith commitment
to (i) initiate a Phase II/III clinical trial at the earlier of
the two-year anniversary of the Agreement or one year from the
FDAs approval of the IND and (ii) to make our first commercial
sale by the fifth-anniversary of the Agreement. Failure to show
a good-faith effort to meet those goals would mean that the
ASDERA IP would revert to ASDERA. Upon such reversion, ASDERA
would be obligated to pay us royalties on any sales of products
derived from the ASDERA IP until such time that ASDERA has paid
us twice the sum that we had provided ASDERA prior to the
reversion.
reference into this Item 3.02. The 125,000 shares issued in
connection with entry into the Exclusive License were issued on
April 25, 2017 in reliance on exemptions from registration under
Section 4(2) of the Securities Act of 1933, as amended.
Announces Licensing Agreement for Development of Drug to Treat
Rare Pediatric Disorder. A copy of the press release is
furnished herewith as Exhibit 99.1.
furnished and shall not be deemed filed for the purposes of
Section 18 of the Securities Exchange Act of 1934, or otherwise
subject to the liabilities of that section. The information in
this Item 7.01 of this Form 8-K also shall not be deemed to be
incorporated by reference into any filing under the Act or the
Securities Exchange Act of 1934, except to the extent that we
specifically incorporate it by reference.
| 10.1 |
License Agreement on Patent Know-How Technology, dated
April 21, 2017, between Q BioMed Inc. and ASDERA LLC |
| 99.1 |
Press Release entitled Q Biomed Announces Licensing
Agreement for Development of Drug to Treat Rare Pediatric Disorder, dated April 25, 2017. |
confidential treatment and this exhibit has been submitted
separately with the SEC.
About Q BioMed Inc. (OTCMKTS:QBIO)
Q BioMed, Inc., formerly ISMO Tech Solutions, Inc., is a biomedical acceleration and development company. The Company is focused on licensing, acquiring and providing strategic resources to life sciences and healthcare companies. The Company intends to acquire multiple assets over time and across a spectrum of healthcare related products, companies and sectors. The Company intends to develop these assets to provide returns through organic growth, out-licensing, sale or spin-off into new public companies. The Company holds license for a generic drug, Strontium Chloride (SR89). SR89 is a radiopharmaceutical agent and indicated for the treatment of pain associated with metastatic bone cancer. Its asset, MAN-01, is indicated for the treatment of glaucoma. MAN-01 is in pre-clinical stage. The Company is assessing multiple biomedical assets in various areas of healthcare and drug development. It is pursuing a pipeline of therapeutics, diagnostics and orphan drug candidates. Q BioMed Inc. (OTCMKTS:QBIO) Recent Trading Information
Q BioMed Inc. (OTCMKTS:QBIO) closed its last trading session up +0.04 at 5.10 with 33,484 shares trading hands.
