completion of the Phase 1 study, Asterias will have an exclusive first option to acquire the data generated in the trial. If Asterias
exercises that option Asterias will be obligated to make payments upon the execution of the license agreement and, upon the achievement
of various milestones, as well as make royalty payments on sales of products. In connection with the CRUK Agreement, Asterias
sublicensed to CRUK for use in the clinical trials and product manufacturing process certain patents that have been licensed or
sublicensed to Asterias by third parties. Asterias would also be obligated to make payments to those licensors and sub licensors
upon the achievement of various milestones, and then royalties on sales of products if AST-VAC2 is successfully developed and
Agreement with Cell Therapy Catapult Services Limited
October 2015, Asterias entered into a Services Agreement (the “Services Agreement”) with Cell Therapy
Catapult Services Limited (“Catapult”), a research organization specializing in the development of technologies
which speed the growth of the cell and gene therapy industry. Under the Services Agreement, Catapult will license to us, certain
background intellectual property and will develop a scalable manufacturing and differentiation process for Asterias’ AST-VAC2
development program. In consideration for the license and Catapult’s performance of services, Asterias agreed to make aggregate
payments of up to GBP £4,350,000 over the five years after the execution of the Services Agreement. At Asterias’ option
of, up to GBP £3,600,000 of such payments may be settled in shares of Asterias Common Stock. As of September 30, 2018, Asterias
has incurred costs since commencement of the Services Agreement of GBP £3,400,000 under the Services Agreement.
Services Agreement may be terminated by Asterias for any reason upon 60 days prior written notice. Catapult may terminate the
Services Agreement on 60 days prior written notice if it encounters a technical issue that would prevent it from completing the
services at all or without obtaining additional resources or if the estimated time and cost of completing the services will be
exceeded and both parties do not reach agreement on revised time and cost terms. Catapult may terminate the Services Agreement
in the event Asterias fails to pay any amount due under the Services Agreement 30 days after Catapult makes a written demand for
payment. In addition, a non-breaching party may terminate the Services Agreement upon the occurrence a material breach that is
not remedied within 30 days. Either party may terminate the Services Agreement in the event the other party becomes subject to
insolvency, receivership, liquidation, or a similar event.
is an autologous product candidate, manufactured from cells that come from the patient. AST-VAC1 consists of antigen-presenting
mature dendritic cells pulsed with messenger RNA for the protein component of hTERT and a portion of a lysosomal targeting signal
(“LAMP”). LAMP directs the telomerase RNA to the lysosome, the subcellular organelle that directs the
RNA to a particular part of the cell membrane. AST-VAC1 is injected into the patient’s skin and the dendritic cells travel
to the lymph nodes and instruct cytotoxic T cells to kill cancerous tumor cells that express telomerase on their surface; helper
T cells are also induced and are also theoretically capable of killing cancer cells.
does not currently plan to develop AST-VAC1.