8-K - KALA BIO, Inc. | StockGist

AI Analysis

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KALA BIO, Inc. entered into a Platform Development and Exclusive License Agreement with 2624465 Ontario Inc. o/a Younet AI on March 3, 2026, obtaining a worldwide exclusive license to the Researgency Platform for 12 months with renewal options. The Company will issue 5,000,000 shares of common stock and pay up to $530,000 in cash for the initial term, plus an option to acquire Younet for $55,000,000.

Key Takeaways

1Entered Platform Development and Exclusive License Agreement with Younet on March 3, 2026

2Granted worldwide exclusive license to Researgency biomedical AI platform for initial 12-month term

3Issued 5,000,000 Younet Shares of common stock within 10 business days of Effective Date

4Paid $80,000 cash upfront; optional $450,000 in 9 monthly $50,000 installments

5Renewal Term requires $250,000 cash and 5,000,000 shares per 12 months

6Irrevocable option to acquire Younet equity or assets for $55,000,000

Current Report Details

Event Type

Material Agreement

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

, the Company relied upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Regu

Material Agreement

3.02

. Unregistered Sales of Equity Securities. The matters described in Item 1.01 of this Current Report on Form 8-K with respect to the Younet Shares are incorpora

Securities Issuance

7.01

and Exhibit 99.1 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference i

Regulation Fd

Transaction Details

Material Agreement

Agreement: Platform Development and Exclusive License Agreement
Parties: KALA BIO, Inc., 2624465 Ontario Inc. o/a Younet AI

•Worldwide exclusive license to Researgency Platform and associated IP for Initial Term of 12 months from March 3, 2026
•Company option to renew for successive 12-month Renewal Terms via Extension Notice
•Younet to provide Initial Deliverables including Platform access, customization for KALA's MSC-S and KPI-012 data, training, and maintenance during Initial Term
•Cash payments: $80,000 paid on Effective Date; optional $450,000 in 9 monthly $50,000 installments upon notice after third month
•Equity: 5,000,000 Common Stock shares issued within 10 business days of Effective Date; 5,000,000 shares per Renewal Term
•Irrevocable option for Company to acquire all Younet equity or substantially all assets for $55,000,000
•Younet restricted from selling >3% of daily trading volume of Younet Shares during Term plus 12 months
•Termination for uncured material breach or insolvency; Work Product owned by Company upon termination

Exhibits (3)

10.1

EXHIBIT 10.1

8-K

99.1

EXHIBIT 99.1