Item 1.01 Entry into a Material Definitive Agreement.
Resonant Inc. ("Resonant" or the "Company") and Murata Manufacturing Co., Ltd.
("MMC") are parties to a Collaboration and License Agreement, dated as of
September 30, 2019 (the "Collaboration Agreement"), pursuant to which the
Company and MMC have been collaborating on the development of proprietary
circuit designs using the Company's XBAR® technology, and the Company licensed
to MMC rights for products in four specific radio frequency bands. MMC agreed to
pay the Company up to $9.0 million in pre-paid royalties and other fees, of
which $4.5 million has been paid.
On September 30, 2021, Resonant and MMC entered into Addendum 1 to Collaboration
and License Agreement (the "Addendum"), which amends and supplements the
Collaboration Agreement to provide for the development of XBAR®-based designs
for up to four additional bands. For rights to these additional bands, MMC has
agreed to pay the Company a minimum of $4.0 million and up to an aggregate of
between $8.0 million and $36.0 million in pre-paid royalties and other fees,
with the amount of the aggregate payments determined based on the complexity of
the filter designs selected by MMC for development. The future payments will be
made in two installments per band over a multi-year development period, with
each installment conditional upon the Company's achievement of certain
milestones and deliverables acceptable to MMC in its discretion. MMC retains the
right to terminate the Collaboration Agreement and Addendum at any time upon
thirty (30) days prior written notice to the Company. MMC's rights to the
Company's XBAR® technology for use in mobile communication devices continue to
be exclusive through March 31, 2022.
A press release announcing the Addendum was issued on October 6, 2021, a copy of
which is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this Current Report on Form 8-K:
Exhibit Number Description
99.1 Press Relea se , dated Octobe r 6 ,
202 1
2
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