Quarterly report pursuant to Section 13 or 15(d)

COMMITMENTS & CONTINGENCIES (Tables)

v3.21.2
COMMITMENTS & CONTINGENCIES (Tables)
9 Months Ended
Sep. 30, 2021
COMMITMENTS AND CONTINGENCIES  
Contractual Obligation, Fiscal Year Maturity [Table Text Block]

Future Commitments

Commitment

 

Counter Party

 

Product Relationship

 

Commitment Type

 

2021

 

2022

 

2023

 

2024

 

2025 & After

 

Total

    

Research Agreement

KeyGene

Hemp / Cannabis

Contract fee

$

115

$

1,150

$

1,200

$

1,227

$

2,893

$

6,585

(1)

License Agreement

NCSU

Tobacco

Annual royalty fee

68

225

293

(2), (3)

License Agreement

NCSU

Tobacco

Minimum annual royalty

7

50

50

50

600

757

(3)

License Agreement

NCSU

Tobacco

Minimum annual royalty

14

50

50

50

500

664

(3)

Sublicense Agreement

Anandia Laboratories, Inc.

Hemp / Cannabis

Annual license fee

10

10

10

10

110

150

(4)

Research Agreement

Cannametrix

Hemp / Cannabis

Contract fee

51

50

101

(5)

Growing Agreement

Various

Various

Contract fee

127

38

165

(6)

Consulting Agreement

Various

Various

Contract fee

119

286

405

(7)

$

511

$

1,859

$

1,310

$

1,337

$

4,103

$

9,120

(1) Exclusive agreement with the Company with respect to the Cannabis Sativa L. plant (the "Field"). The initial term of the agreement was five years with an option for an additional two years. On April 30, 2021, the Company and KeyGene entered into a First Amended and Restated Framework Collaborative Research Agreement which extended the agreement term, from first-quarter 2024 to first-quarter 2027, and preserves the Company’s option for an additional 2-year extension, now through first quarter of 2029.

The Company will exclusively own all results and all intellectual property relating to the results of the collaboration with KeyGene (the "Results”). The Company will pay royalties in varying amounts to KeyGene relating to the Company's commercialization in the Field of certain Results. The Company has also granted KeyGene a license to commercialize the Results outside of the Field and KeyGene will pay royalties in varying amounts to the Company relating to KeyGene's commercialization of the Results outside of the Field.

(2) The license agreement also requires a milestone payment of $150 upon FDA approval or clearance of a product that uses the NCSU licensed technology. The annual royalty fee is credited against running royalties on sales of licensed products.
(3) The Company is also responsible for reimbursing NSCU for actual third-party patent costs incurred, including capitalized patent costs and patent maintenance costs. These costs vary from year to year and the Company has certain rights to direct the activities that result in these costs.
(4) The Company is also responsible for the payment of certain costs, including, capitalized patent costs and patent maintenance costs, a running royalty on future net sales of products made from the sublicensed intellectual property, and a sharing of future sublicensing consideration received from sublicensing to third parties in all countries except for Canada. Anandia retains all patent rights, and is responsible for all patent maintenance, in Canada.
(5) On March 1, 2021, the Company entered into a 14-month research agreement with Cannametrix for hemp/cannabis product development, formulation, and validation.
(6) Various R&D growing and consulting agreements for hemp / cannabis and tobacco.
(7) General corporate consulting agreements.