The TSX Venture Exchange has accepted for filing documentation pertaining to an asset purchase and licence agreement dated Aug. 6, 2024, between RepliCel Life Sciences Inc. and a non-arm's-length party, whereby the company has licensed the patent rights and sold to the purchaser the company's assets used in connection with the company's business related to its autologous cell therapy technologies and injector device, both as more fully detailed in agreement.

According to the terms of the agreement, in consideration of the transaction, the company will receive: (i) 8 per cent of royalty on gross profits from the commercialization of the purchased assets and the patent rights by the purchaser, any of its assignees or licensees; and (ii) if the purchaser sells, sublicenses or transfers any of the purchased assets or the licensed patent rights to third parties for cash consideration, 75 per cent of the cash proceeds. The total combined amounts paid or payable by the purchaser to the company in respect of the royalty and sale fee is capped at an aggregate amount equivalent to $2 (U.S.) per common share of the company on a fully diluted basis as of the closing date.

The exchange has been advised that the company's shareholders approved the transaction at the annual general and special shareholders meeting held on Jan. 16, 2025.

The transaction is non-arm's length in nature and no finders' fees are payable.