Annual report pursuant to Section 13 and 15(d)


12 Months Ended
Apr. 30, 2018
Related Party Transactions [Abstract]  



The Company had the following related party transactions during the years ended April 30, 2018 and 2017, respectively.


The Company owns 14.5% of the equity in SG Austria and is reported on the cost method of accounting. SG Austria has two subsidiaries: (i) Austrianova; and (ii) Austrianova Thailand Ltd. The Company purchased products and services from these subsidiaries in the approximate amounts of $1,389,000 and $568,000 in the years ended April 30, 2018 and 2017, respectively.


In April 2014, the Company entered the Vin-de-Bona Consulting Agreement pursuant to which it agreed to provide professional consulting services to the Company. Vin-de-Bona is owned by Dr. Walter H. Günzburg and Dr. Brian Salmons, both of whom are involved in numerous aspects of the Company’s scientific endeavors relating to cancer and diabetes. The term of the agreement is for 12 months, automatically renewable for successive 12-month terms. After the initial term, either party can terminate the agreement by giving the other party 30 days’ written notice before the effective date of termination. The amounts incurred for the years ended April 30, 2018 and 2017 were $35,000 and $80,000, respectively.


The Cannabis Licensing Agreement resulted in the Company acquiring from Austrianova an exclusive, worldwide license to use the Cell-in-a-Box® trademark and its associated technology with genetically modified non-stem cell lines which are designed to activate cannabinoids to develop therapies involving Cannabis. Under the Cannabis Licensing Agreement, the Company was required to pay Austrianova an Upfront Payment of $2,000,000. The Company has the right to make periodic monthly partial payments of the Upfront Payment in amounts to be agreed upon between the parties prior to each such payment being made. Under the Cannabis Licensing Agreement, as amended, the Upfront Payments must be paid in full by no later than June 30, 2016. As of April 30, 2018 and 2017, respectively, the Company has paid Austrianova $2.0 million of the Upfront Payment.


The Board has determined that Thomas C.K. Yuen, Dr. Abecassis, Thomas Liquard and Dr. Tong satisfy the definition of Independent Director as established in the NASDAQ Marketplace Rules. Kenneth L. Waggoner, Dr. Gerald W. Crabtree and Carlos A. Trujillo are not Independent Directors.