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Commitments and Contingencies
12 Months Ended
Dec. 31, 2024
Commitments and Contingencies  
Commitments and Contingencies

11.Commitments and Contingencies

Under the Company’s Exclusive License Agreement with the Icahn School of Medicine at Mount Sinai (“Mount Sinai”), the Company has an obligation to make certain payments to Mt. Sinai as a result of reaching certain milestones in the development and sales of the product, and for significant events related to the Company. One of these milestones requires, if at the time of completion of a “Significant Transaction” the Company has a valuation greater than $150 million, the Company to transfer to Mount Sinai consideration equal to 1% of the fair market value of Company at the time of completion of the Significant Transaction.

The Company has been in discussions with Mount Sinai as to whether becoming publicly traded on Nasdaq in May 2023 without undertaking a traditional initial public offering constituted a “Significant Transaction” under the Licensing Agreement. It has been the Company’s position that no Significant Transaction occurred, but there is no guarantee the Company and Mount Sinai will come to a consensus on this point and, if no agreement is reached, litigation could result. At December 31, 2024 and through the date of this Annual Report, the Company believes it is probable it will be obligated to transfer consideration to Mount Sinai to settle this matter and terminate the Licensing Agreement. Though discussions are still in their very early stages, the Company estimates $1.5 million to be a reasonable estimate of its contingent obligation in this matter and has recorded a liability for this amount, with a corresponding charge to other expenses, in its financial statements as of and for the year ended December 31, 2024.

Litigation

The Company accrues for loss contingencies associated with outstanding litigation, claims and assessments for which management has determined it is probable that a loss contingency exists and the amount of loss can be reasonably estimated. Costs for professional services associated with litigation claims are expensed as incurred. As of December 31, 2024 and 2023, the Company has not incurred or accrued any amounts for litigation matters.

Leases

The Company entered into a lease for its headquarters in February 2020 and executed an amendment to expand these premises in March 2022. The terms of both the original lease and amendment expire in June 2027.

The following table summarizes additional information related to the Company’s accounting for operating leases for the years ended December 31 (dollar amounts in thousands):

    

2024

    

2023

 

Total operating lease expense

$

136

$

141

Cash paid related to operating lease liabilities

$

140

$

134

Weighted-average remaining lease term

 

2.50

years

 

3.50

years

Weighted-average discount rate used to determine operating lease liabilities

 

2.78

%  

 

2.78

%

Future minimum lease payments due under noncancelable operating leases as of December 31, 2024, are as follows (in thousands):

2025

$

146

2026

 

152

2027

 

78

Total minimum lease payments

 

376

Less: amounts representing interest

 

(12)

Present value of operating lease liabilities

$

364