RELATED PARTY TRANSACTIONS | NOTE 11 – RELATED PARTY TRANSACTIONS IDT Corporation The Company has historically maintained an intercompany balance due to/from related parties that relates to cash advances for investments, loan repayments, charges for services provided to the Company by IDT Corporation, or IDT, and payroll costs for the Company’s personnel that were paid by IDT. The Company also receives rental income from various companies under common control to IDT. The Company recorded expense of approximately $91 thousand and $76 thousand in related party services to IDT for the three months ended April 30, 2021 and 2020, respectively, of which approximately $61 thousand and $27 thousand is included in Due to Related Parties at April 30, 2021 and 2020, respectively. The Company recorded expense of approximately $247 thousand and $232 thousand in related party services to IDT for the nine months ended April 30, 2021 and 2020, respectively, of which approximately $61 thousand and $27 thousand is included in Due to Related Parties at April 30, 2021 and 2020, respectively. IDT leases approximately 80,000 square feet of office space plus parking at 520 Broad Street, Newark, New Jersey and approximately 3,600 square feet of office space in Jerusalem, Israel. IDT paid the Company approximately $461 thousand and $453 thousand for office rent and parking during each of the three months ended April 30, 2021 and 2020, respectively. IDT paid the Company approximately $1.38 million and $1.36 million for office rent and parking during each of the nine months ended April 30, 2021 and 2020, respectively. As of April 30, 2021 and 2020, IDT owed the Company approximately $152 thousand and $0, respectively, for office rent and parking. During the three months ended April 30, 2021, IDT exercised 43,649 warrants to purchase shares of Class B Common Stock. Rafael Pharmaceuticals The Company provides Rafael Pharmaceuticals with administrative, finance, accounting, tax and legal services. Howard S. Jonas served as the former Chairman of the Board of Rafael Pharmaceuticals and owns an equity interest in Rafael Pharmaceuticals. The Company billed Rafael Pharmaceuticals $120 thousand for the three months ended April 30, 2021 and 2020, respectively, and $360 thousand for the nine months ended April 30, 2021 and 2020, respectively. As of April 30, 2021 and July 31, 2020, Rafael Pharmaceuticals owed the Company $480,000 and $118,000, respectively, included in Due from Rafael Pharmaceuticals. Levco Pharmaceuticals Ltd On September 8, 2020, Levco Pharmaceuticals Ltd (“Levco”) entered into a research and development consulting agreement with Dr. Alberto Gabizon for a two-year period. Under the agreement, in exchange for the services provided, Levco will pay Dr. Gabizon $3,000 per month and issue to him common shares representing up to 5% of common stock outstanding. Additionally, Levco will provide a lab grant in the amount of $120,000 to support the project. On September 8, 2020, Levco entered into a Sponsored Research Agreement with a company for a research program related to patent applications with payments totaling $120,000 plus value-added tax. The research period is over 13 months, with two additional 12-month options to extend. Farber Partners LLC On December 10, 2020, a controlled subsidiary of the Company, Farber, reached an agreement with Princeton University to in-license certain patents and related information related to the serine hydroxymethyltransferase (SHMT) inhibitor program developed by the laboratory of Dr. Joshua D. Rabinowitz at Princeton. Farber will pay Princeton a minimum annual royalty payment of $50 thousand, in addition to percentage royalties and a percentage of any sublicense revenue. Additionally, there are development milestone payments which Farber will pay Princeton for the first three products developed by Farber, or any sublicensees or affiliates. Pharma Holdings On January 28, 2021, Pharma Holdings partially exercised the Warrant and purchased 7.3 million shares of Rafael Pharmaceuticals’ Series D Preferred Stock for $9.1 million, of which $0.9 million was contributed by the holder of a minority interest in Pharma Holdings. Related Party Rental Income The Company leases space to related parties which represented approximately 62% and 43% of the Company’s total revenue for the three months ended April 30, 2021 and 2020, respectively, and 63% and 43% for the nine months ended April 30, 2021 and 2020, respectively. See Note 16 for future minimum rent payments from related parties and other tenants. RP Finance For the three months ended April 30, 2021 and 2020, the Company recognized approximately $96 thousand and $53 thousand in income from its ownership interests of 37.5% in RP Finance, respectively. For the nine months ended April 30, 2021 and 2020, the Company recognized $288 thousand and $53 thousand in income from its ownership interests of 37.5% in RP Finance, respectively (see Note 5). Howard Jonas, Chairman of the Board and Former Chief Executive Officer In December 2020, two entities, on whose Boards of Directors Howard Jonas, the Registrant’s Chairman of the Board and former Chief Executive Officer serves, each purchased 218,245 shares of Class B common stock for consideration of $5 million each. In connection with the purchases, each purchaser was granted warrants (the “Issued Warrants”) to purchase twenty percent (20%) of the shares of Class B common stock purchased by such purchaser. The Issued Warrants have an exercise price of $22.91 per share and expire on June 6, 2022. The shares and Issued Warrants were issued in reliance on the exemption from registration provided for under Section 4(a)(2) of the Securities Act of 1933, as amended. |