UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
Unicycive Therapeutics, Inc. (the “Company”) entered into a License Agreement (the “Agreement”) effective as of February 1, 2023 with Lotus International Pte Ltd. (“Lotus”) pursuant to which the Company licensed the exclusive right to develop, market and commercialize Renazorb® to Lotus in the Republic of Korea. Under the terms of the agreement, Lotus will be responsible for development, registration filing and approval for Renazorb® in the licensed territory. In addition, Lotus will have sole responsibility for the importation of the drug product from Unicycive and for the costs of commercialization of Renazorb® in the licensed territory.
The Company will receive an upfront payment of $750,000 upon execution of the Agreement and up to $3.7 million in milestone payments and will be eligible for tiered royalties upon achievement of prespecified commercial achievements. The term of the Agreement shall continue in effect until ten (10) years from the date of the first product purchase order. Thereafter the Agreement shall be renewed automatically for succeeding terms of two years each unless either party provides ninety (90) days prior written notice of termination.
The foregoing summary of the Agreement is qualified in its entirety by reference to the Agreement attached as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 8.01 Other Events.
On February 2, 2023, the Company issued a press release announcing that the Company entered into the Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| 10.1* | License Agreement effective as of February 1, 2023 by and between Unicycive Therapeutics, Inc. and Lotus International Pte Ltd. | |
| 99.1 | Press Release of Unicycive Therapeutics, Inc. dated February 2, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document |
| * | Portions of this exhibit (indicated by asterisks) have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv). |
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SIGNATURE
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 hereunto duly authorized.
Dated: February 2, 2023
| UNICYCIVE THERAPEUTICS, INC. | ||
| By: | /s/ Shalabh Gupta | |
| Shalabh Gupta | ||
| Chief Executive Officer | ||
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