Inmune Bio, Inc. 8-K

What Happened

• Inmune Bio, Inc. filed an 8-K reporting that on April 29, 2026 it entered into an Amended and Restated Material Transfer and License Agreement with its UK subsidiary INmune Bio International (IMB) and Anthony Nolan (AN). The Company, which was not party to the original 2017 agreement, agreed to be bound by the amended agreement and to be jointly and severally liable with IMB for royalty payment obligations. The expanded deal secures long-term provision of umbilical cord tissue to support the Company’s CORDStrom™ platform. A press release announcing the agreement was issued May 5, 2026.

Key Details

• Effective date: April 29, 2026; press release: May 5, 2026.
• Royalty: AN entitled to 2% of net sales of each Product, capped at £5,000,000 per year.
• Per-tissue fee: £400 plus VAT for Cell & Gene Therapies Services related to each umbilical cord tissue.
• Fee increases: AN may raise fees annually (on Jan 1 starting 2027) by up to the UK Consumer Price Index (CPI) change.
• License: Exclusive to IMB (revocable but becomes irrevocable once materials are Used), includes right to sublicense and covers use, processing, testing and storage of AN Donor Materials and derivatives.
• Termination/term: Continued until terminated per the agreement or until 10 years after First Commercial Sale; termination provisions include immediate termination for Event of Default, 30 days’ notice by IMB/Company, and 6 months’ notice by AN.
• Quality/traceability: Agreement includes GMP and Human Tissue Authority (HTA) quality and traceability requirements.

Why It Matters

• This agreement secures a dedicated supply chain for umbilical cord tissue, a key input for Inmune Bio’s CORDStrom platform, reducing supply risk for future product development or commercialization.
• The Company’s joint and several liability for royalty obligations and the defined royalty/fee structure create quantifiable ongoing costs (2% royalty up to £5M annually, plus per-tissue fees), which investors should factor into long-term margins and cost forecasts.
• The contract’s exclusivity, sublicensing rights, GMP/HTA standards and a defined term tied to First Commercial Sale provide operational and regulatory clarity as the company advances its cell-therapy work.