v3.26.3
Contingent Consideration
12 Months Ended
Jun. 30, 2026
Contingent Consideration [Abstract]  
Contingent consideration

13 Contingent consideration

 

(a) AVb6 Integrin intellectual property

 

The group has the license agreement with TRIMT GmbH (TRIMT). The key financial terms of the license agreement includes payments of cash and shares in the group worth US$10 million which has been paid in the year ended 30 June 2022 and issued. The group has also incurred liabilities contingent on future events in respect of the license, which are summarized below:

 

Management has determined the amortised cost of contingent consideration by assessing the probability of each milestone being achieved and timing of achievement. Management’s assessment of the probability is based on their experience and considering industry information on clinical trial success rates and related parameters.

 

The amortized cost is measured as set out in note 9(b)(iv). The timeframe for measurement varies depending on the milestone and is aligned with industry information on the length of time taken to conduct oncological clinical trials.

 

● Development Milestone Payments: Up to US$90m payable to TRIMT upon meeting various milestones:

 

Milestones   Requirements   Payment to TRIMT  
1.   Commencement of Phase 3 diagnostic clinical trial for (68Ga-TRIVEHEXIN) (Diagnostic)   US$ 2m  
2.   Any Marketing Approval in Japan, China, Hong Kong or the United States of (68Ga-TRIVEHEXIN) for diagnostic application (Diagnostic)   US$ 3m  
3.   Last patient Phase 1 (Therapeutic)   US$ 5m  
4.   First patient Phase 2 (Therapeutic)   US$ 10m  
5.   Last patient Phase 2 (Therapeutic)   US$ 10m  
6.   First patient Phase 3 (Therapeutic)   US$ 15m  
7.   Last patient Phase 3 (Therapeutic)   US$ 15m  
8.   Any Marketing Approval in the Territory other than in Australia (Therapeutic)   US$ 30m  

 

As at 30 June 2026 none of the above milestone have been achieved or paid (30 June 2025: none).

 

● Royalties on net sales

 

The group is obliged to pay TRIMT royalties on net sales based on industry standard single digit royalty rates and also on sub licence revenues.

 

(b) hu PSA Anti-body intellectual property

 

The group has the license agreement with Diaprost AB. The key financial terms of the license agreement include upfront cash payments of US$7 million which has been paid in the year ending 30 June 2022.

 

In March 2025, Radiopharm signed an amendment with Diaprost and Fredax to increase the payment of Milestone Event 4 to US$12,500,000 which US$11,750,000 will be payable in cash and US$750,000 will be payable in shares of Radiopharm. All other amendments were minor in nature and had no monetary value.

 

The group has also incurred liabilities contingent on future events in respect of the license, which are summarised below:

 

● Development Milestone Payments: Up to US$123.5m payable to the Diaprost upon meeting various milestones:

 

Milestones   Requirements   Payment to Diaprost  
1.   The earlier of (i) first ethics approval, or (ii) notice of allowance of Investigational New Drug application (Therapeutic) or (iii) an equivalent of either of these that is sufficient to allow dosing in humans in any country in the Territory   US$ 3m  
2.   Last patient Phase 1   US$ 5m  
3.   First patient Phase 2   US$ 11m  
4.   Last patient Phase 2B   US$ 12.5m  
5.   First patient Pivotal Study   US$ 15m  
6.   Upon the dosing of the final patient in a Pivotal Study   US$ 15m  
7.   FDA submission   US$ 7m  
8.   FDA approval   US$ 25m  
9.   EMA approval   US$ 10m  
10.   PMDA approval   US$ 5m  
11.   Second indication, approval at first of FDA, EMA, PMDA   US$ 10m  
12.   Approval at first of FDA, EMA, PMDA for Diagnostic trials.   US$ 5m  

 

As at 30 June 2026 milestone 1 had been achieved and paid (30 June 2025: none).

 

● Royalties on net sales

 

The group is obliged to pay Diaprost AB royalties on sublicensing based on industry standard royalty rates.

 

(c) NanoMab intellectual property

 

The group has the license agreement with the NanoMab Technology Limited. The key financial terms of the license agreement includes payments of cash and shares in the group worth US$12.5 million which has been paid and issued in the year ending 30 June 2022. The group has also incurred liabilities contingent on future events in respect of the license, which are summarised below.

 

● Development Milestone Payments: Up to US$18m payable in shares to the NanoMab upon meeting various milestones:

 

Milestones   Requirements   Payment to
Nanomab
 
1.   IND allowance by the U.S. FDA or the EMA or the NMPA (for either the HER-2 or the TROP-2 Therapeutic)   US$ 5m *
2.   IND allowance by the U.S. FDA or the EMA or the NMPA (for the PKT-7 Therapeutic)   US$ 0.5m *
3.   First patient dosed in the first Phase 1 therapeutic clinical trial   US$ 1m *
4.   First patient dosed in the first Phase 2 therapeutic clinical trial   US$ 2m *
5.   First patient dosed in the first Phase 3 therapeutic clinical trial, or approval of a Licensed Product   US$ 3m *

 

* Payment to be made in the form of ordinary shares in the company, based on the price of the 7 day VWAP prior to the announcement of the milestone on the ASX.

 

As at 30 June 2026, milestone 3 for the first patient dosed in the first Phase 1 therapeutic clinical trial had been achieved and paid (30 June 2025: milestone 3). The group is also in the process of amending the agreement to have TROP2 removed from the milestone achievement after the sale of the asset.

 

Additionally, the group signed an amendment with NanoMab Technology Limited that included the additional milestones.

 

Milestones   Requirements   Payment to
Nanomab
 
1.1   IND submission to the U.S. FDA or the EMA or the NMPA for PDL-1 Therapeutic) – binding license agreement with a third-party to improve Camelid PDL-1 therapeutic index   US$ 0.25m  
1.2   IND submission to the U.S. FDA or the EMA or the NMPA for PDL-1 Therapeutic) - IND submission for the Camelid PDL-1 New Formulation   US$ 0.25m *
2.   First patient dosed in the first Phase 1 therapeutic clinical trial   US$ 1m *
3.   First patient dosed in the first Phase 2 therapeutic clinical trial   US$ 2m *
4.   First patient dosed in the first Phase 3 therapeutic clinical trial   US$ 3m *

 

* Payment to be made in the form of ordinary shares in the company, based on the price of the 7 day (VWAP) prior to the announcement of the milestone on the ASX.

 

As at 30 June 2026 milestone 2 for first patient dosed in the first Phase 1 therapeutic clinical trial was achieved or paid (30 June 2025: milestone 2).

 

● Royalties on net sales

 

The group is obliged to pay Nanomab royalties on net sales based on industry standard single digit royalty rates and also on sublicence revenues.

 

(d) Pivalate intellectual property

 

The group has the license agreement with Cancer Research Technologies Limited (CRT). The key financial terms of the license agreement include an upfront cash payment of £180,000 which has been paid in the year ending 30 June 2022. The group has also incurred liabilities contingent on future events in respect of the license, which are summarized below:

 

● Development Milestone Payments: Up to £35.78m payable to CRT upon meeting various milestones: Diagnostic development milestones:

 

Milestones   Requirements   Payment to
CRT
 
1.   Phase 1 clinical trial commencement limited to each of the 1st indication   £ 45k
2.   Phase 2 clinical trial commencement limited to each of the 1st 3 indications   £ 225k
3.   Phase 3 clinical trial commencement limited to each of the 1st 3 indications   £ 630k
4.   Grant of US Regulatory Approval   £ 900k
5.   Grant of EU (or UK) Regulatory Approval   £ 450k
6.   First commercial sale   £ 900k
7.   Aggregate Net Sales worldwide exceeding £10m   £ 630k
8.   Aggregate Net Sales worldwide exceeding £50m   £ 3.15m

  

Therapeutic development milestones:

 

Milestones   Requirements   Payment to
CRT
 
1.   Clearing of IND in the US or any country in Territory    £ 90k
2.   Phase 1 clinical trial/pivotal study commencement, limited to each of the 1st indication   £ 225k
3.   Phase 2 clinical trial/pivotal study commencement, limited to each of the 1st 3 indications   £ 630k
4.   Phase 3 clinical trial/pivotal study commencement, limited to each of the 1st 3 indications   £ 1.8m
5.   Grant of US Regulatory Approval   £ 3.6m
6.   Grant of MA in the EU (or UK)   £ 1.8m
7.   First commercial sale   £ 4.5m
8.   Aggregate Net Sales worldwide exceeding £100m   £ 2.7m
9.   Aggregate Net Sales worldwide exceeding £500m   £ 13.5m

  

As at 30 June 2026 none of the above milestone have been achieved or paid (30 June 2025: none).

 

● Royalties on net sales

 

The group is obliged to pay CRT royalties on net sales based on industry standard single-digit royalty rates.

 

(f) Radiopharm Ventures LLC

 

Radiopharm Ventures, LLC has entered into a technology commercialization agreement in order to complete research and development activities associated with the Mab license. The group has also incurred liabilities contingent on future events in respect of the license, which are summarized below:

 

● Development Milestone Payments: Up to US$72.28m payable to Mab upon meeting various milestones:

 

Event   Requirements   Payment to MD
Anderson for
Licenced
products
that target
B7-H3
and/or are
covered by
B7-H3
patent rights
    Payment to MD
Anderson for
any other
licenced
product
 
1   Initiation of Phase I Clinical Trial of a Licensed Product   US$ 75k     US$ 50k  
2   Initiation of Phase II Clinical Trial of a Licensed Product   US$ 275k     US$ 200k  
3   Initiation of Phase III Clinical Trial of a Licensed Product   US$ 525k     US$ 400k  
4   Filing of BLA (or equivalent in a non-US jurisdiction) for a Licensed Product   US$ 850k     US$ 750k  
5   Regulatory Approval of a BLA for a Licensed Product by the FDA   US$ 5.15m     US$ 5.00m  
6   Regulatory Approval of a BLA (or equivalent in a non-US jurisdiction) for a Licensed Product by the European Union equivalent of the FDA   US$ 4.00m     US$ 3.00m  
7   Regulatory Approval of a BLA (or equivalent in a non-US jurisdiction) for a Licensed Product by the Japanese equivalent of the FDA   US$ 3.50m     US$ 2.50m  
8   Regulatory Approval of a BLA (or equivalent in a non-US jurisdiction) for a Licensed Product by the Chinese equivalent of the FDA   US$ 3.50m     US$ 2.50m  

 

As at 30 June 2026 milestone 1 for the B7-H3 target had been achieved or paid (30 June 2025: none).

 

● Royalties on net sales

 

The group is obliged to pay MD Anderson royalties on net sales based on industry standard single digit royalty rates.

 

● Commercialization Payments

 

The group is obliged to pay MD Anderson the commercialization payments set forth below according to the following, schedule:

 

Commercialization Event   Commercialization
Payment
 
Upon total worldwide Net Sales of all Licensed Products exceeding $250,000,000   $ 5,000,000  
Upon total worldwide Net Sales of all Licensed Products exceeding $500,000,000   $ 10,000,000  
Upon total worldwide Net Sales of all Licensed Products exceeding $1,000,000,000   $ 25,000,000  

 

(g) Pharma15

 

The group has acquired Pharma15 with the key financial terms being an upfront payment of cash and shares of US$2m and also a deferred payment 1 year from acquisition of cash and shares of US$2m. The group has also incurred liabilities contingent on future events in respect of the license, which are summarized below:

 

● Development Milestone Payments: Up to US$2.3m payable to Pharma15 upon meeting various milestones:

 

Event   Requirements   Payment  
1.   FDA IND allowance for a therapeutic product   US$ 2.3m *

 

* Payment to be made in the form of ordinary shares in the company, based on the price of the 7 day (VWAP) prior to the announcement of the milestone on the ASX.

 

As at 30 June 2026 none of the above milestone have been achieved or paid (30 June 2025: none).