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a. |
Credit Facility: In July 2012, we entered into an
agreement with Platinum-Montaur Life Sciences, LLC (Montaur) to
provide us with a credit facility of up to $50 million. Under the
terms of the agreement, Montaur committed to extend up to $15
million in debt, which is available immediately, to the Company at
a prime-based interest rate currently at approximately 10% per
annum. Montaur has committed an additional $20 million upon FDA
approval of Lymphoseek on consistent terms, with another $15
million potentially available on terms to be negotiated. No
conversion features or warrants are associated with the
facility. |
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b. |
Preferred Stock Conversion: Also in July 2012, Montaur
converted 3,063 shares of their Series B Convertible Preferred
Stock into 10,016,010 shares of our common stock under the terms of
the Series B Convertible Preferred Stock. |
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c. |
License Agreement: On July 31, 2012, we entered into an agreement with Alseres
Pharmaceuticals, Inc. (Alseres) to license
[123I]-E-IACFT Injection (CFT), an Iodine-123 radiolabeled imaging agent being
developed as an aid in the diagnosis of Parkinson’s disease
and other movement disorders, with a potential use as a diagnostic
aid in dementia. Under the terms of the license agreement,
Alseres granted Navidea an exclusive, worldwide sub-license to
research, develop and commercialize CFT. The final terms of the
agreement require Navidea to make a one-time sub-license execution
payment to Alseres equal to (i) $175,000 in cash and (ii) 300,000
shares of our common stock. |
The license agreement also provides for contingent milestone
payments of up to $2.9 million, $2.5 million of which will
principally occur at the time of product registration or upon
commercial sales, and the issuance of up to an additional 1.15
million shares of Navidea common stock, 950,000 shares of which are
issuable at the time of product registration or upon commercial
sales. In addition, the license terms anticipate royalties on
annual net sales of the approved product which are consistent with
industry-standard terms and certain license extension fees, payable
in cash and shares of common stock, in the event certain diligence
milestones are not met.
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