| COMMITMENTS AND CONTINGENCIES |
NOTE 6 – COMMITMENTS AND CONTINGENCIES
| | A. | In May 2021, APT entered into a Collaboration and Option Agreement (the “Oyster Agreement”) with Oyster, a wholly owned subsidiary of Viatris Inc., to collaborate on the use of APT’s proprietary phage technology for the treatment of certain ophthalmic diseases. Upon execution of the Agreement, Oyster paid an upfront payment of $500 to APT, a portion of which APT claims it has spent in the course of performing its obligations under the Oyster Agreement. In April 2022 and September 2023, APT received letters from Oyster and Viatris Inc. raising concerns about APT’s actions, including allegations that APT had breached the Oyster Agreement. On December 18, 2024, APT and Oyster signed a settlement agreement (the “Settlement Agreement”), which includes a payment of $300 from APT to Oyster. On January 13, 2025, APT paid Oyster $300 according to the Settlement Agreement. |
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| | B. | In March 2022, the Israeli Innovation Authority
("IIA") approved an application for a total budget of NIS 13,004 (approximately $4,094) in relation to the Company’s cystic
fibrosis product candidate. The IIA committed to fund 30% of the approved budget. The program was for the period beginning January 2022
through December 2022. Through March 31, 2025, the Company received NIS 1,365 (approximately $395) from the IIA with respect to this program.
See note 12E for funds received after the balance sheet date.
In March 2023, the IIA approved an application for a total budget of NIS 11,283 (approximately $3,164) in relation to the Company’s cystic fibrosis product candidate. The IIA committed to fund 30% of the approved budget. The program was for the period beginning January 2023 through December 2023. Through March 31, 2025, the Company received NIS 2,783 (approximately $768) from the IIA with respect to this program.
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| According to the agreement with the IIA, BiomX Israel will pay royalties of 3% to 3.5% of future sales up to an amount equal to the accumulated grant received including annual interest of the 12-month Secured Overnight Financing Rate (“SOFR”) as published on the first trading day of each calendar year. BiomX Israel may be required to pay additional royalties upon the occurrence of certain events as determined by the IIA, that are within the control of BiomX Israel. No such events have occurred or were probable of occurrence as of the balance sheet date with respect to these royalties. Repayment of the grant is contingent upon the successful completion of the BiomX Israel’s R&D programs and generating sales. BiomX Israel has no obligation to repay these grants if the R&D program fails, is unsuccessful or aborted or if no sales are generated. The Company had not yet generated sales as of March 31, 2025; therefore, no liability was recorded in these condensed consolidated financial statements. IIA grants are recorded as a reduction of R&D expenses, net. Through March 31, 2025, total grants approved from the IIA aggregated to approximately $9,353 (NIS 32,068). Through March 31, 2025, the Company had received an aggregate amount of $8,003 (NIS 27,423) in the form of grants from the IIA. Total grants subject to royalties’ payments aggregated to approximately $7,413. As of March 31, 2025, BiomX Israel had a contingent obligation to the IIA in the amount of approximately $8,403 including annual interest of SOFR applicable to dollar deposits.
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