CONTRACT AMENDMENT
Exhibit 10.77
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BUSINESS: |
NewLink Genetics Corporation |
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MASTER CONTRACT #: |
04-IVF-019 |
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AMENDMENT #: |
Two |
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EFFECTIVE DATE: |
February 17, 2011 |
THIS CONTRACT AMENDMENT is made by and between the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT, (hereafter “Department” or “IDED”), ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, an agency of the State of Iowa and NewLink Genetics Corporation (hereafter “Business”), a Delaware corporation, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇.
WHEREAS, Business, requested an extension of the Project Completion Date, and
WHEREAS, the IDED Board approved a one (1) year extension, effective as of the Effective Date stated above, and
NOW, THEREFORE, the Contract referenced above is amended as follows:
1. REVISION OF ARTICLE 10.2, “COVENANTS.” Article 10.2 is amended as follows:
10.2 Creation and Maintenance of Jobs in Iowa.
(a) By March 18, 2012, the Business shall create 315 jobs and retain 35 jobs for a total of 350 jobs (the “Job Creation/Retention Obligation”). One hundred percent (100%) of the pledged jobs shall be created by March 18, 2012. At that time, the 5-year Job Maintenance Period shall begin, ending March 18, 2017. All Project jobs shall be created and maintained in the State of Iowa.
2. REVISION OF EXHIBIT D, “DESCRIPTION OF THE PROJECT AND AWARD BUDGET.” Exhibit D is amended to revise the Project Completion Date. Details of this change are reflected in the attached Revised Exhibit C which is hereby incorporated by this reference and made a part of this Contract Amendment.
This section left blank intentionally; signature page follows.
Fmt. Approved 10/08
Except as otherwise revised above, the terms, provisions, and conditions of Contract Number 04-IVF-019 remain unchanged and are in full force and effect:
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FOR BUSINESS: |
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FOR IDED: | |
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/s/ ▇▇▇▇▇▇ Link |
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
4/19/11 |
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SIGNATURE |
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for ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Director |
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PRINT/TYPE NAME, TITLE |
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FOR COMMUNITY: |
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/s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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SIGNATURE |
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▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Mayor |
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PRINT/TYPE NAME, TITLE |
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GROW IOWA VALUES FUNDS PROGRAM |
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PROJECT DESCRIPTION AND BUDGET |
To be filled in by DED: |
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(EXHIBIT D)—Revised 2/17/2011 |
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Original |
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Name of Recipient: |
NewLink Genetics |
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Amendment # |
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Contract #: |
04-IVF-19 |
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PROJECT DESCRIPTION
NewLink Genetics, Inc. will develop and bring to market cancer drugs, diagnostic applications and software databases. The project involves bringing at least 3 cancer drugs to clinical trials, initiating collaborative product development with another pharmaceutical/biotech companies, building a pharmaceutical research and development facility, and constructing a pharmaceutical manufacturing plant.
PERFORMANCE TARGETS
NewLink Genetics will invest at least $189,862,500 in research and development of cancer drugs; acquisition of equipment; construction of a R & D facility and product manufacturing facility. NewLink Genetics will retain 35 employees and create 315 positions by the Project Completion Date.
PROJECT COMPLETION DATE: March 18, 2012
PROJECT MAINTENANCE DATE: March 18, 2017
AMOUNT BUDGETED
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USE OF FUNDS |
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Cost |
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Source A |
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Source B |
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Source C |
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Source D |
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Source E |
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Source F |
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Clinical Trials |
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$ |
55,300,000 |
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$ |
55,300,000 |
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Product Devel./Testing |
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$ |
2,500,000 |
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$ |
1,507,500 |
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$ |
992,500 |
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Research & Development |
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$ |
78,750,000 |
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$ |
2,000,000 |
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$ |
76,250,000 |
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$ |
500,000 |
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Capital Equipment Acq. |
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$ |
12,100,000 |
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$ |
1,600,000 |
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$ |
10,500,000 |
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Building Construction |
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$ |
20,300,000 |
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$ |
492,500 |
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$ |
19,300,000 |
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$ |
507,500 |
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Bioinformatics Equipment/ |
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$ |
5,750,000 |
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$ |
400,000 |
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$ |
5,350,000 |
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Database Development |
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$ |
0 |
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Employee Training (260E) |
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$ |
1,930,000 |
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$ |
1,930,000 |
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Other Capital Investment |
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$ |
13,232,500 |
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$ |
8,950,000 |
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$ |
4,282,500 |
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$ |
0 |
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$ |
0 |
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SUB TOTAL |
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$ |
189,862,500 |
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$ |
6,000,000 |
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$ |
175,650,000 |
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$ |
1,930,000 |
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$ |
5,775,000 |
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$ |
507,500 |
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$ |
0 |
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SUB TOTAL |
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$ |
0 |
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$ |
0 |
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$ |
0 |
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$ |
0 |
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$ |
0 |
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$ |
0 |
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$ |
0 |
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TOTAL ALL FUNDS |
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$ |
189,862,500 |
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$ |
6,000,000 |
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$ |
175,650,000 |
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$ |
1,930,000 |
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$ |
5,775,000 |
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$ |
507,500 |
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$ |
0 |
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TERMS OF PROPOSED FINANCING
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Source of Funds |
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Amount |
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Type |
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Rate |
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Term |
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Collateral |
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Source A: Iowa Values Fund |
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$ |
6,000,000 |
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Fgl/Royalty |
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1st position on Intellectual property, $3.2 million royally repayment to be paid back within ten years. |
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Source B: NewLink Genetics Inv/Equity |
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$ |
175,650,000 |
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Tax Refund |
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Source C: New Jobs Training Fund |
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$ |
1,930,000 |
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Grant |
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Source D: NCIP/NJIP |
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$ |
5,775,000 |
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Tax Credits |
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Source E: NCIP/NJIP |
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$ |
507,500 |
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Sales Tax Refund |
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Source F: |
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$ |
0 |
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TOTAL: |
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$ |
189,862,500 |
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ADDITIONAL PERFORMANCE TARGETS
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Number of Jobs to be Created: |
315 |
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Total of other Funds in Project: |
$183,862,500 |
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Number Jobs to be Retained: |
35 |
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Total GIVF for Project: |
$6,000,000 |
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Total GIVF for Project: |
$6,000,000 |
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GIVF per Job Affected: |
$17,142.86 |
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Ratio of $1.00 of GIVF to: |
$30.64 of “Other” Funds |
Revised 3/16/05