Item 1.01 Entry into a Material Definitive Agreement.
On April 3, 2023, Histogen Inc. (the "Company") entered into an Exclusive
License Agreement (the "Agreement") with Johns Hopkins University ("Johns
Hopkins"), pursuant to which Johns Hopkins granted the Company an exclusive
license to certain intellectual property associated with the use of emricasan
for the treatment of disease in humans resulting from viral or bacterial
infections (including but not limited to, MRSA, VRSA, and SARS-CoV-2). In
exchange, the Company agreed to pay Johns Hopkins an upfront license fee,
reimbursement of certain patent costs, milestones, and royalties. The Agreement
contains customary provisions on, among other things, termination,
indemnification and patent prosecution and maintenance of the licensed
intellectual property portfolio.
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the text of the Agreement, which
will be filed with the Company's next Quarterly Report on Form 10-Q.
Item 8.01. Other Events.
On April 3, 2023, the Company issued a press release announcing the transaction
with Johns Hopkins. A copy of the press release is furnished as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Exhibits
99.1 Press Release, dated April 3, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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