UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
As previously reported, on August 1, 2021, Ainos, Inc. ( the “Company”) entered into a five-year product development agreement (the “Product Development Agreement”) with Taiwan Carbon Nano Technology Corporation (“TCNT”). TCNT holds a majority share of Ainos Inc., a Cayman Islands corporation, which holds approximately 39% of the voting power of the Company as of July 8, 2024. Pursuant to the Product Development Agreement, the parties will co-develop pharmaceutical, medical device and other products defined in the agreement. As previously reported, on January 9, 2024, the Company and TCNT entered into an addendum to the Product Development Agreement (“First Addendum Agreement”) in connection with the scope of co-development and certain terms. For products defined in the First Addendum Agreement, TCNT will provide facilities, equipment, mass production process technology, ISO9001 and ISO13485 related management, as well as mass production support. The procurement of parts and raw materials, rental fees, and utility expenses are excluded. The Company paid a total fee of NT$5 million (approximately USD$161,000) for five-years of development commencing from 2024. For six months commencing from January 2024, TCNT will provide non-exclusive use of certain patents related to volatile organic compounds (“VOC”) and point-of-care testing (“POCT”) technologies for a monthly fee of US$95,000 (plus 5% sales tax), with negotiable payment terms (the “Patent Use Fee”).
On July 8, 2024, the Company and TCNT entered into the second addendum to the Product Development Agreement (“Second Addendum Agreement”) to extend the non-exclusive use of that certain patents related to VOC and POCT technologies and to pay the Patent Use Fee for an additional three months, from July 2024 to September 2024.
The foregoing description of the Second Addendum Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Addendum Agreement, an English translation of which is filed with this current report on Form 8-K as Exhibit 10.1 and is hereby incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibits | |
| 10.1 | English Translation of Second Addendum to Product Development Agreement, dated July 8, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
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.
| Ainos, Inc. | ||
| Date: July 12, 2024 | By: | /s/ Chun-Hsien Tsai |
| Name: | Chun-Hsien Tsai | |
| Title: | Chief Executive Officer | |
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