Item 8.01 Other Information.
On February 8, 2020, Rexahn Pharmaceuticals, Inc. (the "Company") entered into
an Exclusive License Agreement (the "License Agreement") with Zhejiang HaiChang
Biotechnology Co., Ltd., a Chinese company ("HaiChang").
Under the terms of the License Agreement, the Company granted HaiChang an
exclusive (even as to the Company), royalty-bearing, sublicensable worldwide
license to research, develop and commercialize pharmaceutical products
comprising RX-0201 (subject to and limited by the exclusive rights of NEXT BT
Co. Ltd. with respect to RX-0201 in Asia), the nano-liposomal formulation of
RX-0201 known as RX-0301, and RX-0047, a proprietary compound currently in
preclinical development. HaiChang has agreed to use commercially reasonable
efforts to develop, seek regulatory approval for, and commercialize one product
comprising RX-0301 and one product comprising RX-0047.
HaiChang will pay to the Company a one-time upfront payment in the amount of
$250,000 for certain materials to be transferred by the Company to HaiChang.
HaiChang will pay the Company development milestone payments in an aggregate of
up to $63 million with respect to RX-0201 and RX-0301 and up to $33 million with
respect to RX-0047, and royalties based on percentages of net sales in the low
tens with respect to RX-0201 and RX-0301 and the mid-single digits with respect
to RX-0047. However, if HaiChang exclusively sublicenses its rights to a third
party with respect to RX-0201 and RX-0301 or RX-0047 in a particular
jurisdiction, instead of the foregoing milestones and royalties to the extent
relating to such compound(s) and jurisdiction, HaiChang will pay the Company a
percentage of any sublicensing revenue received by HaiChang, provided that in
any event HaiChang will pay a milestone payment on initiation of a Phase 3
clinical trial that is subject to reduction by the amount of any sublicensing
revenue paid with respect to the applicable compound(s) as of the time of
initiation of the trial.
In connection with entering into the License Agreement, the parties terminated
the Research Collaboration and License Agreement, dated as of February 8, 2018,
under which HaiChang had previously agreed to develop RX-0301 through completion
of a Phase IIa proof-of-concept clinical trial for the treatment of hepatic cell
carcinoma in China.
Separately, the Company announced that it continues with its process to explore
and evaluate strategic alternatives to enhance shareholder value.
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