ANN ARBOR – Zomedica Pharmaceuticals Corp has entered into an agreement with Seraph Biosciences to bring human diagnostic technology to veterinarians.
Under the terms of this agreement, Zomedica will have exclusive global veterinary industry rights to develop and market a novel pathogen detection system in the form of an innovative point-of-care diagnostic instrument, beginning with the examination of urine and fecal samples.
The diagnostic instrument, referred to as ZM-020 in Zomedica’s product pipeline, is expected to deliver multiple benefits, including speed of results and an enhanced workflow with minimal sample preparation time.
Zomedica’s development work also will seek to expand the capabilities of in-clinic testing to include not only pathogen detection, but also genus- and species-level information. Because ZM-020 does not require pre-market regulatory approval for use with companion animals in the United States, Zomedica believes that it presents an attractive opportunity in terms of time to market and early revenue opportunities when compared to other diagnostic modalities.
The agreement, which is exclusive to the field of global veterinary diagnostic applications, has a term of seven years (subject to adjustment in certain circumstances) and automatically renews for additional one-year terms thereafter.
Zomedica has agreed to pay Seraph up-front fees of $500,000 and to issue to Seraph unregistered common shares having a value of $1,25 million, consisting of an aggregate of 641,717 common shares to be issued at an ascribed price of $1.9479 subject to receipt of TSX-V approval. Seraph is entitled to additional payments for development costs. Seraph will be entitled to receive up to an additional $7 million payable 50 percent in cash and 50 percent in additional unregistered common shares, upon the achievement of a series of staged, specified milestones, including completion of laboratory studies and field studies, production and commercial shipment of products.
Future issuances of shares will also be subject to TSX-V approval and will be priced relative to market at the time of issuance. Seraph is entitled to certain registration rights with respect to the common shares to be issued by Zomedica. In addition, Zomedica will pay Seraph license fees based on a percentage of gross profit.
“Our agreement with Seraph is another milestone in our efforts to bring cutting-edge innovations to veterinary practices,” said Gerald Solensky, Jr., CEO, Zomedica. “We chose to partner with Seraph because we believe that their platform will enable us to bring the best of human market technology to the in-house veterinary diagnostic lab bench, elevating the standard of care, enhancing practice workflow and driving practice profitability.”
The agreement with Seraph covers development and validation of ZM-020. Zomedica will be responsible for development and validation, and their associated costs. Seraph will supply Zomedica, on an exclusive basis, with the hardware platform, associated software and the consumables to be developed under the agreement, pursuant to a rolling forecast, at prices specified in the agreement. Zomedica will be responsible for the marketing and sale of the hardware platform, associated software and the consumables. Marketing and sales are expected to begin in 2019, with an initial focus on canines and expanding into feline applications post launch.
“We believe that ZM-020 will enable us to make a significant improvement to the diagnostic workflow of the veterinary clinic,” said Stephanie Morley, DVM, Chief Operating Officer and Vice President of Product Development, Zomedica. “If we are successful in our development efforts, we believe that the ability to screen for a wide variety of pathogens with a single diagnostic instrument, beginning with urine and fecal samples, will be a game changer for the modern veterinary clinical team.”
ZM-020 is intended to use Raman spectral measurements to provide real-time, reagentless and fully automated identification of pathogens and disease indicators. ZM-020 builds upon recent advances in the field of Raman spectroscopy, a laser-based spectroscopy technique, to enable the identification of biological and biochemical signatures in complex biological samples. ZM-020 is comprised of a bench-top instrument and low-cost consumables intended to analyze unprocessed biological samples.
For more information, visit www.ZOMEDICA.com.