SmartKem Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On November 19, 2024, SmartKem Limited (“SmartKem”), a wholly owned subsidiary of SmartKem, Inc. (the “Company”), entered into a collaboration agreement (the “Collaboration Agreement”) with AUO, a technology-oriented company that offers products and solutions with display-centric technology (“AUO” and together with SmartKem, the “Parties”).
Pursuant to the Collaboration Agreement, the Parties agreed to develop, beginning on January 1, 2025, an advanced rollable transparent micro-LED information screen that can be produced on the Industrial Technology Research Institute’s Gen 2.5 pilot line in Taiwan using the Company’s organic thin-film transistor backplane (the “Project”). The Parties will each be responsible for their own costs related to the Project and will make separate claims for grant funding reimbursements. Intellectual property created through the collaboration will be allocated between the Parties.
The Collaboration Agreement includes customary representations, warranties and confidentiality provisions of the Parties and will terminate upon the earlier of (i) January 1, 2028 and (ii) the completion of the Project. Each Party may terminate the Collaboration Agreement if the other Party materially breaches the Collaboration Agreement and does not cure such breach within a specified period or if a party experiences certain insolvency-related events.
The Collaboration Agreement is attached as Exhibit 10.1 hereto. The description of the terms of the Collaboration Agreement is not intended to be complete and is qualified in its entirety by reference to such exhibit.
| Item 8.01 | Other Events |
On November 25, 2024, the Company issued a press release announcing the entering into of the Collaboration Agreement. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) The following exhibit is furnished with this report:
| Exhibit No. | Description | |
| 10.1* | Collaboration Agreement, dated November 19, 2024, by and between SmartKem Limited and AUO | |
| 99.1 | Press Release, dated November 25, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* The Company has omitted portions of the referenced exhibit pursuant to Item 601(b) of Regulation S-K because it (a) is not material and (b) is the type that the Company treats as private or confidential.
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.
| SMARTKEM, INC. | ||
| Dated: November 25, 2024 | By: | /s/ Barbra C. Keck |
| Barbra C. Keck | ||
| Chief Financial Officer | ||