KIORA PHARMACEUTICALS Enters Material Definitive Agreement

Ticker: KPHMW · Form: 8-K · Filed: Jan 31, 2024 · CIK: 1372514

Kiora Pharmaceuticals Inc 8-K Filing Summary
FieldDetail
CompanyKiora Pharmaceuticals Inc (KPHMW)
Form Type8-K
Filed DateJan 31, 2024
Risk Levelmedium
Pages4
Reading Time4 min
Key Dollar Amounts$0.01, $16.0 million, $285 m
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: material-agreement, corporate-action

TL;DR

**KPRX just signed a big deal, could be a game-changer for their future.**

AI Summary

KIORA PHARMACEUTICALS INC (KPRX) entered into a material definitive agreement on January 25, 2024, which is a significant event for the company. This filing indicates a new contractual obligation or partnership that could impact the company's financial health and strategic direction. For investors, this matters because such agreements often signal future revenue streams, operational changes, or potential risks, directly influencing the stock's valuation and future performance.

Why It Matters

This agreement could significantly alter KIORA PHARMACEUTICALS' financial outlook and operational strategy, potentially leading to new revenue streams or increased expenses. Investors should monitor the details of this agreement for its impact on future earnings and stock price.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement without disclosing specific terms, creating uncertainty about its financial implications and potential risks or benefits.

Analyst Insight

Investors should seek further details on the 'Material Definitive Agreement' to understand its financial implications and potential impact on KIORA PHARMACEUTICALS' future performance before making investment decisions.

Key Numbers

  • January 25, 2024 — Date of earliest event reported (This is the effective date of the material definitive agreement.)
  • 001-36672 — Commission File Number (Identifies KIORA PHARMACEUTICALS INC's registration with the SEC.)

Key Players & Entities

  • KIORA PHARMACEUTICALS INC (company) — registrant
  • January 25, 2024 (date) — date of earliest event reported
  • Delaware (company) — state of incorporation
  • 001-36672 (dollar_amount) — Commission File Number
  • 98-0443284 (dollar_amount) — IRS Employer Identification No.
  • 332 Encinitas Blvd. Suite 102 Encinitas , CA 92024 (company) — Registrant's business address
  • 858-224-9600 (dollar_amount) — Registrant's telephone number
  • KPRX (company) — Trading Symbol
  • NASDAQ (company) — exchange on which registered

FAQ

What is the primary purpose of this 8-K filing by KIORA PHARMACEUTICALS INC?

The primary purpose of this 8-K filing is to report the entry into a Material Definitive Agreement, as indicated under Item 1.01, on January 25, 2024.

What is the trading symbol and exchange for KIORA PHARMACEUTICALS INC's Common Stock?

The trading symbol for KIORA PHARMACEUTICALS INC's Common Stock is KPRX, and it is registered on the NASDAQ exchange, as stated in the 'Securities registered pursuant to Section 12(b) of the Act' section.

What is the state of incorporation for KIORA PHARMACEUTICALS INC?

KIORA PHARMACEUTICALS INC is incorporated in Delaware, as specified in the 'State or other jurisdiction of incorporation' section of the filing.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on January 25, 2024, as stated under 'Date of report (Date of earliest event reported): January 25, 2024'.

Is KIORA PHARMACEUTICALS INC considered an emerging growth company according to this filing?

No, KIORA PHARMACEUTICALS INC is not indicated as an emerging growth company, as the checkbox for 'Emerging growth company' is unchecked (☐) in the filing.

Filing Stats: 1,092 words · 4 min read · ~4 pages · Grade level 11.9 · Accepted 2024-01-31 17:14:40

Key Financial Figures

  • $0.01 — nge on which registered: Common Stock, $0.01 par value KPRX NASDAQ Indicate by che
  • $16.0 million — pay the Company an up-front payment of $16.0 million. The Company is eligible to receive mil
  • $285 m — e payments totaling up to approximately $285 million, upon and subject to the achievem

Filing Documents

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. License Agreement On January 25, 2024, Kiora Pharmaceuticals, Inc. (the "Company") entered into an Exclusive License and Development Agreement (the "Agreement") with Tha Open Innovation SAS ("TOI") with respect to the Company's KIO-301 molecular photoswitch product (the "Product"). Under the Agreement, the Company granted to TOI an exclusive, sublicensable license to develop, manufacture, commercialize, and file for regulatory approvals with respect to the Product throughout the world except for certain countries in Asia (the "Territory") for use in the field of retinitis pigmentosa and/or any other disease in ophthalmology (the "Field"). The Company will be primarily responsible for the design and implementation of clinical development of KIO-301 through phase 2, for which Kiora will be reimbursed by TOI subject to a maximum amount. TOI will be responsible at its own cost for phase 3 clinical trials and for securing regional marketing authorizations. Upon approval in respective regions, TOI will be responsible at its own cost for all commercial activities, including sales, marketing and market access. Under the Agreement, TOI will pay the Company an up-front payment of $16.0 million. The Company is eligible to receive milestone payments totaling up to approximately $285 million, upon and subject to the achievement of certain specified clinical development, regulatory and commercial milestones. In addition, the Company is eligible to receive tiered royalties of between a high single digit to low twenty percent range based on a specified percentage of net sales of the Product in the Territory, subject to adjustment in certain circumstances. Either party may terminate the Agreement in its entirety upon certain customary events. The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, a copy of which are attached hereto as Exhibit 10.1, and wh

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 31, 2024, the Company issued a press release announcing the signing of the Agreement with TOI and a presentation by management scheduled for 2:30 p.m. ET on January 31, 2024 (the "January 31 Press Release"). A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. On January 31, 2024, the Company posted an investor presentation, which may be accessed through the Company's investor relations website. A copy of the presentation is furnished herewith as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein. The Company intends to use this presentation in meetings with analysts, investors and others from time to time, including its presentation by management at 2:30 a.m. ET on January 31, 2024 as disclosed in the January 31 Press Release. A live webcast of this event, as well as an archived recording, will be available in the Investor Relations section of the Company's website. The information furnished under this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Title 1 0.1 * E xclusive License and Development Agreement, dated as of January 25, 2024, by and between Kiora Pharmaceuticals, Inc. and Tha Open Innovation SAS 99.1 Press Release of Kiora Pharmaceuticals, Inc., dated as of January 31 , 2024 99.2 P resentation of Kiora Pharmaceuticals, Inc. dated as of January 31 , 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Certain confidential portions of this exhibit were omitted because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed. *Schedules and exhibits have been omitted from this exhibit pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. KIORA PHARMACEUTICALS, INC. By: /s/ Melissa Tosca Melissa Tosca Executive Vice President of Finance (Principal financial and accounting officer) Date: January 31, 2024

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