Annual report pursuant to Section 13 and 15(d)

License Agreements

v2.4.0.6
License Agreements
12 Months Ended
Nov. 30, 2011
License Agreements [Abstract]  
License Agreements

NOTE 8 – LICENSE AGREEMENTS

The Company has entered into licensing agreements with certain investors in various international markets in an attempt to capitalize on the Company's technology. The investors typically pay a licensing fee to receive Company marketing programs, technology and know-how in a selected area. The licensing agreement may also give the investor the right to sell sub-license agreements. As part of the accounting for the up-front license revenue, revenue from the up-front license fee is recognized based on such factors as when the payment is due, collectability and when all material services or conditions relating to the sale have been substantially performed based on the terms of the agreement.

The Company enters into two types of licensing agreements and in both types, the Company earns revenue on the initial license fees. Under the technology agreements, the Company earns processing and storage royalties from the affiliates that process in their own facility. Under the marketing agreements, the Company earns processing and storage revenues from affiliates that store specimens in the Company's facility in Oldsmar, Florida.

Technology Agreements

The Company has entered into definitive License and Royalty Agreements with Cryo-Cell de Mexico ("Mexico") and Asia Cryo-Cell Private Limited to establish and market its umbilical cord blood program in Mexico and India, respectively.

The Company has entered into definitive License and Royalty Agreements with Asia Cryo-Cell Private Limited and S-Evans Bio-Sciences, Inc. to establish and market its menstrual stem cell program in India and China, respectively.

On August 19, 2011, the Company received notification from Mexico that they were terminating the license agreement effective immediately due to an alleged breach of the license agreement. On October 17, 2011, the Company and Mexico entered into an amendment to the license agreement whereby the termination has been revoked and Mexico will pay the Company $1,863,000 in 37 monthly installments of $50,000 beginning on October 17, 2011 with a final payment of $13,000. Mexico will have no other continuing obligations to the Company for royalties or other license payments and the agreement will be effectively terminated once the entire $1,863,000 has been received. Mexico also has the option to pay off the amount early with no penalties. The amendment is expected to result in a reduction of licensee income in future periods.

As of November 30, 2011, the Company recorded a receivable of $1,656,476 and deferred revenue of $1,633,910 in the accompanying consolidated balance sheets. Accounts receivable is calculated using the present value of all of the monthly installments using a discount rate that reflects both the risk-free rate at the inception of the contract and the contract period. In accordance with the agreement, the Company received two installments of $50,000 which is reflected in the consolidated statement of operations at November 30, 2011 as licensee and interest income. The installment amounts that are to be received and recognized within the next twelve months have been classified as short-term in the accompanying consolidated balance sheets.

Marketing Agreements

The Company has entered into definitive license agreements to market both the Company's umbilical cord blood and menstrual stem cell programs in Aruba, Bonaire, Chile, Colombia, Costa Rica, Curacao, Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, Panama, Pakistan, Peru, St. Maarten, Suriname and Venezuela.

 

Processing and storage revenues from specimens originating in territories that store at the Company's facility in Oldsmar, Florida totaled approximately $1,421,000 and $1,115,000 for fiscal years 2011 and 2010, respectively, and are reflected in processing and storage fees in the accompanying consolidated statements of operations.

The following table details the initial license fees for the technology and marketing agreements and processing and storage royalties earned for the technology agreements for fiscal years 2011 and 2010. The initial license fees and processing and storage royalties are reflected in licensee income in the accompanying consolidated statements of operations.

 

     For the years ended November 30,  
     2011      2010  
     License
Fee
     Process and
Storage
Royalties
     Total      License
Fee
     Process and
Storage
Royalties
     Total  

China

   $ —         $ 50,000       $ 50,000       $ —         $ 10,094       $ 10,094   

India

     —           677,647         677,647         —           496,631         496,631   

Mexico

     —           595,306         595,306         —           837,194         837,194   

Curacao

     —           —           —           5,000         —           5,000   

Costa Rica

     15,983         —           15,983            —           —     

Germany (1)

     9,769         —           9,769         —           —           —     

Nicaragua

     15,000         —           15,000         25,000         —           25,000   

Pakistan

     —           —           —           20,000         —           20,000   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Venezuela

     —           —           —           125,000            125,000   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 40,752       $ 1,322,953       $ 1,363,705       $ 175,000       $ 1,343,919       $ 1,518,919   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(1) Innovative Medical Solutions SRL ("Germany") advised the Company that it intends to terminate the umbilical cord blood and menstrual stem cell license agreements. Per the terms of the agreements, Germany owed the Company $50,000 on October 1, 2010. For the years ended November 30, 2011 and the November 30, 2010, Germany paid the Company $9,769 and $0, respectively, which is reflected in the accompanying consolidated statements of operations. The Company has not recorded any additional revenue associated with the two agreements in the Company's consolidated statements of operations for the years ended November 30, 2011 and 2010, as the collectability is uncertain.