Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions

v3.20.2
Related Party Transactions
3 Months Ended
Jun. 30, 2020
Related Party Transactions [Abstract]  
Related Party Transactions

Contract Research and Development Agreement with Cato Research Ltd.

 

Cato Holding Company (CHC), doing business as Cato BioVentures (CBV), was the parent of Cato Research Ltd. (CRL), now known as Cato Research LLC. CRL is a contract research, development and regulatory services organization (CRO) that we have in the past, and continue to engage for a wide range of material aspects related to the nonclinical and clinical development, manufacturing and regulatory affairs associated with our efforts to develop and commercialize PH94B, PH10, AV-101. In October 2018, CHC completed the sale of CRL to an independent third party. As a result of this transaction, CHC and/or CBV is no longer affiliated with or has any control over CRL. Prior to the sale of CRL, CBV held shares of our common stock and at June 30 2020, CBV held approximately 1.7% of our outstanding common stock.

 

In July 2017, we entered into a Master Services Agreement (MSA) with CRL, which replaced a substantially similar May 2007 master services agreement, pursuant to which CRL may assist us in the evaluation, development, commercialization and marketing of our potential product candidates, and provide regulatory and strategic consulting services as requested from time to time. Specific projects or services are and will be delineated in individual work orders negotiated from time-to-time under the MSA. Under the terms of work orders issued pursuant to the July 2017 MSA, we incurred expenses of $124,800 and $1,405,100 during the quarters ended June 30, 2020 and 2019, respectively. At June 30, 2020 and March 31, 2020, we had recorded accounts payable and accrued expenses related to CRL aggregating $422,800 and $578,800, respectively. We anticipate periodic expenses for CRO services from CRL related to nonclinical and clinical development of, and regulatory affairs related to PH94B, PH10, AV-101 and other potential product candidates will remain significant in future periods.

 

License and Option Agreements with Pherin Pharmaceuticals, Inc.

 

During our fiscal year ended March 31, 2019, we issued an aggregate of 2,556,361 shares of our unregistered common stock having an issue-date fair market value of $4,250,000 to Pherin to acquire exclusive worldwide licenses to develop and commercialize PH94B and PH10. We recorded the acquisition of the licenses as research and development expense during our fiscal year ended March 31, 2019. During the quarters ended June 30, 2020 and 2019, we recorded $10,000 and $30,000, respectively, as research and development expense for monthly support payments to Pherin under the terms of the PH94B and PH10 license agreements. Our liability for such monthly support payments terminated in April 2020 under the terms of the PH10 license agreement. We recorded no amounts payable to Pherin at June 30, 2020 or March 31, 2020. At June 30,2020, Pherin held approximately 2.4% of our outstanding common stock.

 

Consulting Agreement

 

During the quarters ended June 30, 2020 and 2019, we engaged a consulting firm headed by one of the independent members of our Board to provide various market research studies, competitive analyses, and commercial advisory projects for certain of our CNS pipeline candidates pursuant to which we recorded research and development expense of $15,000 and $27,700 for the quarters ended June 30, 2020 and 2019, respectively. We recorded accounts payable and accrued expenses of $15,000 at June 30, 2020 and no amounts payable at March 31, 2020 related to these projects and services.