VBI VACCINES INC. (TSE:VBV) Files An 8-K Other Events
Item 8.01 Other Events.
On March 31, 2020, Variation Biotechnologies Inc. (“VBI”), a wholly-owned Canadian subsidiary of VBI Vaccines Inc. (the “Company”) entered into a collaborative research agreement (the “Agreement”) with National Research Council of Canada (“NRC”), to which VBI will collaborate with NRC to develop a pan-coronavirus vaccine candidate, targeting COVID-19, severe acute respiratory syndrome (SARS), and Middle East respiratory syndrome (MERS) (the “Project”). VBI has initiated work to design monovalent and multivalent coronavirus constructs using its eVLP platform and will include 3-4 protein antigens provided by NRC.
Under the Agreement, each party will own any intellectual property that is developed in the Project by its respective employees. Any intellectual property jointly created by VBI and NRC while carrying out the Project will be owned jointly by NRC and VBI. to the Agreement, upon request by VBI no later than six months after the end of the Project, VBI will be allowed (i) a non-exclusive option for a license to any intellectual property that is created by NRC and (ii) an exclusive option for an exclusive license to any jointly created intellectual property. In the event that VBI exercises its option to clauses (i) or (ii) above, VBI and NRC will negotiate the terms of a license agreement in good faith for a period of three months, which period may be extended upon mutual agreement of the parties. If the parties are unable to reach an agreement on the terms of the non-exclusive license within the aforementioned period, the option will expire. If the parties are unable to reach an agreement on the terms of the exclusive license, neither party will be permitted to commercially exploit or license its share of the jointly created intellectual property without the permission of the other party. Notwithstanding the foregoing, each party shall grant to the other party a royalty-free, exclusive license to use its share of the jointly created intellectual property solely for internal research purposes and as required to perform the Project.
The Agreement will expire on November 15, 2020. The Agreement will be terminated if VBI or NRC notifies the other party that estimated costs will be exceed by more than 10% and the parties do not amend the Agreement to modify the estimated costs within 60 days. The Agreement may be terminated by either VBI or NRC if the other party defaults in performance of any obligation under the Agreement and fails to cure the default in 30 days after receipt of written notice of default. In addition, NRC may terminate the Agreement if (i) VBI becomes bankrupt or has a receiver appointed to continue its operations or passes a resolution for winding up and (ii) VBI has made a false or misleading representation or warranty. The Agreement also contains confidentiality and VBI’s indemnification obligations.
On March 31, 2020, the Company issued a press release announcing the collaboration with NRC. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release dated March 31, 2020 |
VBI Vaccines Inc/BC Exhibit
EX-99.1 2 ex99-1.htm Exhibit 99.1 VBI Vaccines Announces Collaboration with the National Research Council of Canada to Develop Pan-Coronavirus Vaccine Candidate Targeting COVID-19,…
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About VBI VACCINES INC. (TSE:VBV)
VBI Vaccines Inc. is a development-stage biotechnology company. The Company’s principal products include cytomegalovirus (CMV) Vaccine Candidate, enveloped Virus Like Particle (eVLP) Vaccine Platform and Lipid Particle Vaccine (LPV) Vaccine Platform. The Company is also engaged in the research and development (R and D) activity. The Company’s subsidiaries includes Variation Biotechnologies (US), Inc. (VBI US) and Variation Biotechnologies Inc. (VBI Cda).
