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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
☒
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2021
or
☐
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ______to ______.

Commission file number: 001-39311

POINT BIOPHARMA GLOBAL INC.
(Exact name of registrant as specified in its charter)
Delaware 85-0800493
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)  
   
4850 West 78th Street  
Indianapolis IN 46268
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (647) 812-2417
Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock PNT The Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐
Non-accelerated filer ☒ Smaller reporting company ☒
    Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common Stock, par value $0.0001 per share – 90,121,794 shares outstanding as of November 8, 2021.
1
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INDEX

1
1
1
2
3
5
6
16
29
30
31
31
31
31
31
31
31
32
33
2
Table of Contents
PART I. FINANCIAL INFORMATION
ITEM 1 – FINANCIAL STATEMENTS
POINT Biopharma Global Inc.
Interim Condensed Consolidated Balance Sheets
(In U.S. dollars)
September 30, 2021
(Unaudited) December 31, 2020
$ $
ASSETS    
Current assets    
Cash and cash equivalents 252,825,718  10,546,749 
Prepaid expenses and other current assets 6,468,219  1,850,346 
Total current assets 259,293,937  12,397,095 
Property, plant and equipment 17,901,979  9,797,400 
Total assets 277,195,916  22,194,495 
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable 3,218,234  3,596,634 
Accrued liabilities 4,674,266  1,479,041 
Income taxes payable 201,629  87,882 
Total current liabilities 8,094,129  5,163,557 
Deferred tax liability 62,719  — 
Mortgage payable, net of debt discount —  3,550,660 
Total liabilities 8,156,848  8,714,217 
Commitments and contingencies (note 10)
Stockholders’ equity
Common Stock, par value $0.0001 per share, 430,000,000 authorized, 90,121,794 and 54,647,656 issued and outstanding as of September 30, 2021 and December 31, 2020, respectively
9,012  5,465 
Additional paid-in capital 314,117,994  26,857,040 
Accumulated deficit (45,087,938) (13,382,227)
Total stockholders’ equity 269,039,068  13,480,278 
Total liabilities and stockholders’ equity 277,195,916  22,194,495 
See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements
1
Table of Contents
POINT Biopharma Global Inc.
Unaudited Interim Condensed Consolidated Statements of Operations
(In U.S. dollars)
For the three months ended For the nine months ended
September 30,
2021 		September 30,
2020 		September 30,
2021 		September 30,
2020
$   $ $ $
Operating expenses    
Research and development 13,004,649  2,480,064  23,974,809  5,024,980 
General and administrative 4,026,666  596,164  7,440,910  2,687,161 
Total operating expenses 17,031,315  3,076,228  31,415,719  7,712,141 
Loss from operations (17,031,315) (3,076,228) (31,415,719) (7,712,141)
Other (expenses) income
Finance costs (6,178) (2,507) (11,840) (2,507)
Foreign currency gain (loss) 1,905  31,485  (32,901) (33,928)
Total other expenses (income) (4,273) 28,978  (44,741) (36,435)
Loss before provision for income taxes (17,035,588) (3,047,250) (31,460,460) (7,748,576)
Provision for income taxes (81,044) —  (245,251) (73,505)
Net loss (17,116,632) (3,047,250) (31,705,711) (7,822,081)
Net loss per basic and diluted common share:
Basic and diluted net loss per common share $ (0.19) $ (0.06) $ (0.46) $ (0.23)
Basic and diluted weighted average common shares outstanding 90,121,794  54,181,325  68,317,492  33,579,905 
See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements
2
Table of Contents
POINT Biopharma Global Inc.
Unaudited Interim Condensed Consolidated Statements of Stockholders’ Equity
(In U.S. dollars, except share amounts)
POINT Biopharma Inc.
common shares 		Common Stock Additional
Paid-in Capital 		Accumulated
Deficit 		Total
Equity
 Number  Amount Number   Amount      
#   $      #   $   $   $   $
Balance at December 31, 2020 (as previously reported)
15,233,884  15,234  —  —  26,847,271  (13,382,227) 13,480,278 
Retroactive application of the recapitalization due to the Business Combination (refer to Note 3) (15,233,884) (15,234) 54,647,656  5,465  9,769  —  — 
Balance at December 31, 2020, effect of the Business Combination (refer to Note 3) —  —  54,647,656  5,465  26,857,040  (13,382,227) 13,480,278 
Issuance of shares of Common Stock in connection with exercise of warrants —  —  2,869,799  287  19,999,713  —  20,000,000 
Issuance of shares of Common Stock in connection with stock option exercises —  —  64,570  6  449,994  —  450,000 
Stock-based compensation —  —  —  —  477,245  —  477,245 
Net loss —  —  —  —  —  (5,784,421) (5,784,421)
Balance at March 31, 2021, effect of the Business Combination (refer to Note 3) —  —  57,582,025  5,758  47,783,992  (19,166,648) 28,623,102 
Issuance of shares of Common Stock, net of direct and incremental costs in connection with the Business Combination (refer to Note 3) —  —  32,539,769  3,254  264,562,167  —  264,565,421 
Stock-based compensation —  —  —  —  1,106,457  —  1,106,457 
Net loss —  —  —  —  —  (8,804,658) (8,804,658)
Balance at June 30, 2021 —  —  90,121,794  9,012  313,452,616  (27,971,306) 285,490,322 
Direct and incremental costs in connection with the Business Combination (refer to Note 3) —  —  —  —  317,261  —  317,261 
Stock-based compensation —  —  —  —  348,117  —  348,117 
Net loss —  —  —  —  —  (17,116,632) (17,116,632)
Balance at September 30, 2021
—  —  90,121,794  9,012  314,117,994  (45,087,938) 269,039,068 
See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

3
POINT Biopharma Global Inc.
Unaudited Interim Condensed Consolidated Statements of Stockholders’ Equity
(In U.S. dollars, except share amounts)
POINT Biopharma Inc. common shares Common Stock Additional
Paid-in
Capital 		Accumulated
Deficit 		Total Equity
 Number  Amount Number   Amount      
#   $      #   $   $   $   $
Balance at December 31, 2019 (as previously reported)
—  —  —  —  —  (9,224) (9,224)
Retroactive application of the recapitalization due to the Business Combination (refer to Note 3) —  —  —  —  —  —  — 
Balance at December 31, 2019, effect of the Business Combination (refer to Note 3)
—  —  —  —  —  (9,224) (9,224)
Issuance of shares of Common Stock 22,710,246  2,271  3,242,162  —  3,244,433 
Share-based compensation —  —  —  —  660,163  —  660,163 
Net loss —  —  —  —  —  (1,582,834) (1,582,834)
Balance at March 31, 2020, effect of the Business Combination (refer to Note 3) —  —  22,710,246  2,271  3,902,325  (1,592,058) 2,312,538 
Issuance of shares of Common Stock 29,724,514  2,973  8,006,348  —  8,009,321 
Stock-based compensation —  —  —  —  554,888  —  554,888 
Net loss —  —  —  —  —  (3,191,997) (3,191,997)
Balance at June 30, 2020, effect of the Business Combination (refer to Note 3) —  —  52,434,760  5,244  12,463,561  (4,784,055) 7,684,750 
Issuance of shares of Common Stock, net of issuance costs of $324,555
—  —  2,212,896  221  11,321,404  —  11,321,625 
Issuance of warrants —  —  —  —  2,526,320  —  2,526,320 
Stock-based compensation —  —  —  —  403,997  —  403,997 
Net loss —  —  —  —  —  (3,047,250) (3,047,250)
Balance at September 30, 2020, effect of the Business Combination (refer to Note 3) —  —  54,647,656  5,465  26,715,282  (7,831,305) 18,889,442 
See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements
4
POINT Biopharma Global Inc.
Unaudited Interim Condensed Consolidated Statements of Cash Flows
(In U.S. dollars)
For the nine months ended
September 30, 2021 September 30, 2020
$ $
Cash flows from operating activities    
Net loss: (31,705,711) (7,822,081)
Adjustments to reconcile net loss to net cash used in operating activities:
Deferred income taxes 62,719  — 
Stock-based compensation expense 1,931,819  1,619,048 
Amortization of debt issuance costs
11,840  2,507 
Changes in operating assets and liabilities
Prepaid expenses and other current assets (4,617,873) (82,611)
Accounts payable (378,400) 1,957,578 
Accrued liabilities 3,077,699  458,988 
Income taxes payable 113,747  73,505 
Amount due to related party within accrued liabilities 117,526  7,233 
Net cash used in operating activities (31,386,634) (3,785,833)
Cash flows from investing activities
Purchase of property, plant and equipment (8,104,579) (6,090,918)
Net cash used in investing activities (8,104,579) (6,090,918)
Cash flows from financing activities
Issuance of common stock and warrants to purchase common stock of POINT Biopharma Inc. —  25,426,254 
Costs and fees on issuance of Common Stock —  (324,555)
Borrowings on mortgage payable, net of debt discount —  3,545,306 
Repayment of mortgage payable (3,562,500) — 
Issuance of shares of Common Stock in connection with exercise of warrants 20,000,000  — 
Issuance of shares of Common Stock in connection with stock option exercises 450,000  — 
Issuance of shares of Common Stock in connection with the Business Combination (see note 3), net of costs incurred by RACA and direct and incremental costs paid 264,882,682  — 
Net cash provided by financing activities 281,770,182  28,647,005 
Net increase in cash and cash equivalents 242,278,969  18,770,254 
Cash and cash equivalents, beginning of period 10,546,749  — 
Cash and cash equivalents, end of period 252,825,718  18,770,254 
Supplemental disclosure of cash flow information:
Cash paid for income taxes (68,785) — 
Cash paid for interest on mortgage payable (92,338) — 
See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements
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1. Nature of business
Formation and organization
POINT Biopharma Global Inc., together with its consolidated subsidiaries (the “Company”), is a globally focused radiopharmaceutical company building a platform for the clinical development and commercialization of radioligands that fight cancer. On September 18, 2019, POINT Theranostics Inc. was incorporated under the General Corporation Law of the State of Delaware (the "DGCL") and amended its name to “POINT Biopharma Inc.” on November 22, 2019. On September 30, 2021, following the Business Combination (as defined below), POINT Biopharma Inc. became a wholly-owned subsidiary of POINT Biopharma Global Inc. Under the terms of the Business Combination Agreement (as defined below), shareholders of POINT Biopharma Inc. received approximately 3.59 shares of common stock, par value $0.0001 per share, of the Company (“Common Stock”) in exchange for each common share of Point Biopharma Inc. Also in connection with the closing of the Business Combination, RACA (as defined below) consummated the sale of an aggregate of 16,500,000 shares of Class A common stock, par value $0.0001 per share, of RACA (“Class A Common Stock”) in a private placement at a price of $10.00 per share, for aggregate gross proceeds of $165,000,000 (“PIPE Financing”). In accordance with the terms of the Business Combination Agreement, upon the closing of the Business Combination (as defined below), each share of Class A Common Stock and each share of Class B common stock, par value $0.0001 per share, of RACA (“Class B Common Stock”) was converted into one share of Common Stock of the Company. For additional information on the Business Combination, please see Note 3.
The Company was founded on a mission to make radioligand therapy applicable to more cancers and available to more people, thereby improving the lives of cancer patients and their families everywhere.
The Company has four wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma USA Inc. and West 78th Street, LLC, each located in the USA, and POINT Biopharma Corp., located in Canada. The Company’s headquarters is located at 4850 West 78th Street, Indianapolis, Indiana, 46268.
2. Summary of significant accounting policies
Basis of presentation
The accompanying unaudited interim condensed unaudited condensed financial statements have been prepared in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 270, Interim Reporting and include the accounts of the Company and its wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma Corp., POINT Biopharma USA, Inc. and West 78th Street, LLC, for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the balances and results for the periods presented. Except as described below, the accounting policies and methods of computation applied in the unaudited interim condensed consolidated financial statements and related notes contained therein are consistent with those applied by the Company in its audited consolidated financial statements as of and for the year ended December 31, 2020 contained in our Registration Statement on Form S-1 filed with the SEC on July 30, 2021(the “2020 Financial Statements”). These unaudited interim condensed consolidated financial statements should be read in conjunction with the 2020 Financial Statements.
These unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with the provisions of ASC Topic 205-40, Presentation of Financial Statements—Going Concern on the basis that the Company will continue as a going concern.
Impact of COVID-19
The COVID-19 pandemic, which was declared by the World Health Organization as a pandemic in March 2020 and has spread worldwide, has caused many governments to implement measures to slow the spread of the outbreak through quarantines, travel restrictions, heightened border security and other measures. The impact of this pandemic has been, and will likely continue to be, extensive in many aspects of society, which has resulted, and will likely continue to result, in significant disruptions to the global economy as well as businesses and capital markets around the world. The future progression of the pandemic and its effects on the Company’s business and operations are uncertain.
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In response to public health directives and orders and to help minimize the risk of the virus to employees, the Company has taken precautionary measures, including implementing work-from-home policies for certain employees. The impact of the virus, including work-from-home policies, may negatively impact productivity, disrupt the Company’s business, and delay its preclinical research and clinical trial activities and its development program timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on the Company’s ability to conduct its business in the ordinary course. Specifically, the Company may not be able to fulfill enrollment expectations on its planned timeline or visit clinics to conduct on-site monitoring due to disruptions at its clinical trial sites. The Company is currently unable to predict when potential disruptions to its clinical programs resulting from the pandemic will resolve. Other impacts to the Company’s business may include temporary closures of its suppliers and disruptions or restrictions on its employees’ ability to travel. Any prolonged material disruption to the Company’s employees or suppliers could adversely impact the Company’s preclinical research and clinical trial activities, financial condition and results of operations, including its ability to obtain financing.
The Company is monitoring the ongoing impact of the COVID-19 pandemic on its business and the unaudited interim condensed consolidated financial statements. To date, the Company has not experienced any material business disruptions or incurred any impairment losses in the carrying values of its assets as a result of the pandemic, and it is not aware of any specific related event or circumstance that would require it to revise its estimates reflected in these unaudited interim condensed consolidated financial statements.
Risks and uncertainties
The Company has incurred significant net losses since inception and, prior to the Business Combination, has funded operations through equity financings. Operating losses and negative cash flows are expected to continue for the foreseeable future. As losses continue to be incurred, the Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, successful discovery and development of its product candidates, regulatory approval of its product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of the COVID-19 coronavirus, the ability to secure additional capital to fund operations and commercial success of its product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.
Use of estimates
The preparation of the unaudited interim condensed consolidated financial statements requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, related disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements, and the reported amounts of expenses for the periods presented. Significant estimates and assumptions reflected in these unaudited interim condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses and the valuations of stock options and warrants. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions.
Recent accounting pronouncements not yet effective
Debt with Conversion and Other Options
The FASB has issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for convertible instruments, such as convertible debt or convertible preferred stock, by eliminating two potential methods in accounting for the embedded conversion feature. The standard also removes certain conditions previously used to evaluate whether a freestanding financial instrument, or certain types of embedded features, are considered to be settled in the issuer’s own equity. Finally, ASU 2020-06 requires that an entity use the if-converted method in calculating the effects of convertible instruments on diluted earnings per share, with one limited exception. The amendments in this ASU are effective for the Company for fiscal years beginning after December 15, 2023. Early adoption is permitted, but no earlier than for fiscal years beginning
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after December 15, 2020. The Company does not expect a material impact to its consolidated financial statements as a result of this guidance.
Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options
The FASB has issued ASU 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2021-04 provides guidance that an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as an exchange of the original instrument for a new instrument. The standard also provides guidance on how an entity should measure and recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified. The amendments in this ASU are effective for the Company for fiscal years beginning after December 15, 2021. Early adoption is permitted for all entities, including adoption in an interim period. The Company does not expect a material impact to its consolidated financial statements as a result of this guidance.
3. Business Combination
On March 15, 2021, POINT Biopharma Inc. entered into a definitive business combination agreement (the “Business Combination Agreement”) with Therapeutics Acquisition Corp., d/b/a Research Alliance Corp. I (“RACA”), a special purpose acquisition company sponsored by RA Capital Management, that was created for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. On June 30, 2021, (the “Closing Date”), Bodhi Merger Sub, Inc. (“Bodhi Merger Sub”), a wholly-owned subsidiary of RACA, merged with and into POINT Biopharma Inc. (the “Business Combination”), with POINT Biopharma Inc. as the surviving company in the Business Combination and, after giving effect to such Business Combination, POINT Biopharma Inc. became a wholly-owned subsidiary of RACA. RACA was then renamed “POINT Biopharma Global Inc.”
In accordance with the terms of the Business Combination Agreement, upon the closing of the Business Combination:
(i)each share and vested equity award of POINT Biopharma Inc. outstanding as of immediately prior to the Closing Date was converted into shares of Common Stock of the Company or comparable vested equity awards that are exercisable for shares of Common Stock of the Company, based on an implied vested equity value of $585,000,000 (which is equal to a conversion ratio of approximately 3.59-for-1); and
(ii)all unvested equity awards of POINT Biopharma Inc. were converted into comparable equity awards that are exercisable for shares of Common Stock of the Company, determined based on the same conversion ratio at which the vested equity awards are converted into shares of Common Stock of the Company; and
(iii)each share of RACA Class A Common Stock and each share of RACA Class B Common Stock that was issued and outstanding immediately prior to the Closing Date became one share of Common Stock of the Company.
In connection with the Business Combination, the Company consummated the PIPE Financing, pursuant to which it received $165.0 million in exchange for 16,500,000 shares of Common Stock of the Company.
After giving effect to the Business Combination, there were 90,121,794 shares of Common Stock issued and outstanding.
We accounted for the Business Combination as a reverse recapitalization, in accordance with GAAP. POINT Biopharma Inc. is treated as the accounting acquirer (legal acquiree), while RACA is the accounting acquiree (legal acquirer) for financial reporting purposes. This determination is primarily based on the fact that the former POINT Biopharma Inc. shareholders retained a majority of the voting power of the Company and comprise a majority of the governing body of the Company, and the former POINT Biopharma Inc. senior management comprise substantially all of the senior management of the Company. Accordingly, for accounting purposes, the Business Combination is treated as the equivalent of POINT Biopharma Inc. issuing shares for the net assets of RACA, accompanied by a recapitalization. The net assets of RACA are stated at historical costs. No goodwill or other intangible assets is recorded.
In connection with the Business Combination, the Company incurred underwriting fees and other costs considered to be direct or incremental to the proceeds raised in connection with the Business Combination and PIPE Financing totaling approximately $21.9 million, consisting of costs incurred by RACA prior to the completion of the Business Combination as
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well as investment banker, legal, audit, tax, accounting and listing fees. These amounts are reflected within additional paid-in capital in the interim condensed consolidated balance sheet as of September 30, 2021.
Summary of net proceeds
The following table summarizes the elements of the net proceeds from the Business Combination:
Recapitalization
Cash - RACA Trust and cash (net of redemptions) 121,770,367 
Cash - PIPE Financing 165,000,000 
Less: Underwriting fees, costs incurred by RACA and other direct and incremental costs, each paid prior to September 30, 2021 (21,887,685)
Net proceeds from the Business Combination, net of costs incurred by RACA and direct and incremental costs paid per the statement of cash flows 264,882,682 

The net proceeds noted above exclude approximately $4.7 million in transaction costs that were not considered direct and incremental to the raising of capital. These costs consist of corporate expenses in the normal course of business comprised of accounting, consulting, insurance and board retainer fees. These costs were recorded as incurred in accordance with the nature of the services received. During the three months ended September 30, 2021, the Company updated its estimate for certain accrued transaction costs resulting in a reduction in total transaction costs by approximately $0.3 million which has been recorded through additional paid in capital.

Summary of shares of Common Stock issued
The following table summarizes the number of shares of Common Stock outstanding immediately following the consummation of the Business Combination:
Number of
Shares
RACA Class A and Class B shares outstanding prior to the Business Combination 16,039,769 
Class A shares issued pursuant to the PIPE Financing 16,500,000 
Business Combination and PIPE Financing shares as converted into Common Stock 32,539,769 
Conversion of POINT Biopharma Inc. common shares into Common Stock 57,582,025 
Total shares of POINT Biopharma Global Inc. Common Stock outstanding immediately following the Business Combination 90,121,794 
4. Prepaid expenses and other current assets
Prepaid expenses and other current assets consisted of the following:
As of September 30, 2021
 
As of December 31, 2020
$   $
Insurance 3,103,769  — 
Prepaid clinical trial expenses 2,548,625  1,763,731 
Deposit on production equipment 594,143  — 
Canadian harmonized sales tax receivable 48,621  58,982 
Other 173,061  27,633 
Total 6,468,219  1,850,346 



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5. Accrued expenses
Accrued liabilities consisted of the following:
As of September 30, 2021
As of December 31, 2020
$ $
Accrued personnel costs 2,142,189  540,292 
Accrued research and development costs 1,992,670  597,994 
Accrued costs for purchases of property, plant and equipment 112,236  — 
Accrued corporate legal fees and other professional services 253,221  210,099 
Other accrued costs 173,950  130,656 
Total 4,674,266  1,479,041 
6. Property, plant and equipment, net
Property, plant and equipment, net consisted of the following:
As of September 30, 2021
 
As of December 31, 2020
$   $
Property in development 15,816,792  9,797,400 
Machinery and equipment 1,395,544  — 
Furniture and fixtures 591,652  — 
Computer equipment 97,991  — 
Total 17,901,979  9,797,400 
7. Mortgage payable
On July 10, 2020, the Company obtained a mortgage loan in the amount of $3,562,500 (the “Mortgage”) for the purpose of purchasing land and a building with approximately 80,000 square-feet located in Indianapolis, Indiana (the “Property”). The Mortgage was collateralized by a first charge over the Property. As part of the financing the Company incurred $17,194 of costs and fees from the lender that were capitalized and recorded as finance costs over the life of the Mortgage. On July 29, 2021, the Mortgage on the manufacturing facility in Indianapolis, Indiana was repaid and the related mortgage on the Company's facility in Indianapolis, Indiana was released.
Prior to its repayment, the Mortgage bore interest at 2.85% plus a minimum rate of 1-month LIBOR, subject to a LIBOR floor of 0.25%. The Mortgage required quarterly interest payments, which commenced on October 1, 2020, with the principal amount originally due at maturity on January 10, 2022.
For the three months ended September 30, 2021, the Company recorded $8,590 in interest costs (September 30, 2020 — $25,462) which have been capitalized within property, in development, and $6,178 in amortization of debt issuance costs (September 30, 2020 — $2,507) through finance costs. For the nine months ended September 30, 2021, the Company recorded $63,195 in interest costs (September 30, 2020 — $25,462) which have been capitalized within property, in development, and $11,840 in amortization of debt issuance costs (September 30, 2020 — $2,507) through finance costs.
8. Stockholders’ equity
The Company is authorized to issue 430,000,000 shares of Common Stock, with a par value of $0.0001 per share,as well as 20,000,000 of shares of preferred stock, with a par value of $0.0001 per share (“Preferred Stock”). The figures below are presented giving effect to a retroactive application of the Business Combination which resulted in a conversion of the previous POINT Biopharma Inc. common shares to shares of Common Stock of the Company at a conversion ratio of approximately 3.59:1. The par value of previous POINT Biopharma Inc. common shares was $0.001. See Note 3 for additional details.
During the three months ended September 30, 2021, there were no issuances of Common Stock. During the nine months ended September 30, 2021, the Company (a) issued 32,539,769 shares of Common Stock in connection with the Business Combination and PIPE Financing (see Note 3) and (b) issued 800,000 shares of common stock of POINT Biopharma Inc. (exchanged for 2,869,799 shares of Common Stock) in connection with the exercise of warrants and 18,000 shares of
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common stock of POINT Biopharma Inc. (exchanged for 64,570 shares of Common Stock) in connection with the exercise of stock options issued to a non-employee consultant, resulting in total cash proceeds of $20,450,000.
As of September 30, 2021, the number of total issued and outstanding shares of Common Stock is 90,121,794 (December 31, 2020 – 54,647,656). As of September 30, 2021, there were no issued and outstanding shares of Preferred Stock (December 31, 2020 — nil).
Each share of Common Stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to receive dividends, if any, as may be declared by the Company’s board of directors. During the nine months ended September 30, 2021, no cash dividends had been declared or paid by the Company (September 30, 2020 — $nil).
The Company’s board of directors has the authority to issue shares of Preferred Stock from time to time on terms it may determine, to divide shares of Preferred Stock into one or more series and to fix the designations, preferences, privileges, and restrictions of Preferred Stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, sinking fund terms, and the number of shares constituting any series or the designation of any series to the fullest extent permitted by the DGCL. During the nine months ended September 30, 2021, no shares of Preferred Stock have been issued by the Company (September 30, 2020 — nil).
9. Stock-based compensation
In March 2020, the board of directors of POINT Biopharma Inc. approved the 2020 Equity Incentive Plan (the “2020 EIP”). The 2020 EIP provided for the granting of incentive and nonqualified stock options, stock appreciation rights, restricted stock units, performance awards and other stock-based awards to employees, directors, and consultants of POINT Biopharma Inc. Effective as of June 30, 2021, in connection with the Business Combination, the Company’s board of directors adopted the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (the “2021 EIP”) to replace the 2020 EIP and allow the Company to grant equity and equity-based incentive awards to officers, employees, non-employee directors and consultants of the Company. Upon the closing of the Business Combination, the Company assumed the outstanding equity awards under the 2020 EIP and each outstanding option to acquire common shares of POINT Biopharma Inc. (whether vested or unvested) under the 2020 EIP was substituted with a substantially equivalent option to acquire shares of Common Stock of the Company based on the conversion ratio for the POINT Biopharma Inc. common shares in the Business Combination and remains outstanding under the 2020 EIP. No further grants may be made under the 2020 EIP.
The Company concluded that the replacement stock options issued in connection with the Business Combination did not require accounting for effects of the modification under the ASC 718 – Compensation – Stock Compensation (“ASC 718”) as it was concluded that (a) the fair value of the modified award is the same as the fair value of the original award immediately before the original award was modified, (b) there are no changes to the vesting conditions of the award, and (c) there is no change to the classification of the award.
The Company recorded $222,135 to research and development expense and $125,982 to general and administrative expenses for stock-based compensation for the three months ended September 30, 2021 (September 30, 2020 — $nil to research and development expense and $403,997 to general and administrative expenses). The Company recorded $1,650,804 to research and development expense and $281,015 to general and administrative expenses for stock-based compensation for the nine months ended September 30, 2021 (September 30, 2020 — $nil to research and development expense and$1,619,048 to general and administrative expenses). The Company did not recognize a tax benefit related to stock-based compensation expense during the nine months ended September 30, 2021, as the Company had net operating losses carryforwards and recorded a valuation allowance against the deferred tax asset.
The following table summarizes the activity relating to the Company’s stock options. The below stock option figures are presented giving effect to a retroactive application of the Business Combination which resulted in a replacement of the previous POINT Biopharma Inc. stock options with stock options of the Company, as described above, at a conversion ratio of approximately 3.59:1. In addition, the exercise price for each replacement stock option is also adjusted using the ratio of approximately 3.59:1. See Note 3 for additional details:
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Number of
Shares 		Weighted
Average Exercise
Price 		Weighted-
Average
Remaining
Contractual
Term (in years)
Outstanding as of December 31, 2020
2,364,010 2.88
Granted 1,363,683 8.08
Exercised (64,570) 6.97
Forfeited (36,872) 7.01
Outstanding as of September 30, 2021
3,626,251 4.72 5.4
Vested and expected to vest as of September 30, 2021
3,626,251 4.72 5.4
Options exercisable as of September 30, 2021
985,145 4.51 6.3
During the three months ended September 30, 2021, 1,004,959 stock options were granted to employees and directors of the Company, with a weighted average grant date fair value of $4.697. The vesting terms of these options are such that 25% of the options vest on the one-year anniversary of the date of grant and the remaining 75% of such stock options vest ratably over the remaining three years. During the nine months ended September 30, 2021, 1,363,683 stock options were granted, including the 1,004,959 stock options discussed above as well as 358,724 stock options granted to a non-employee consultant of the Company, with a weighted average grant date fair value of $3.885. The vesting terms of the grant to the non-employee consultant were such that 25% of the options vested immediately upon grant, 10% of the options were initially to vest in a year following the grant and the remaining options were initially to vest based on certain performance milestones. Upon completion of the Business Combination, the remaining 269,043 unvested stock options immediately vested and all remaining unrecognized stock-based compensation expense associated with these stock options was recorded.

During the three months ended September 30, 2020, 394,595 stock options were granted to employees and non-employee directors of the Company, with a weighted average grant date fair value of $3.335. 125,553 of such stock options vesting in full upon ninety days after the grant date and the remaining stock options are vesting as to 25% of the options on the one-year anniversary of the date of grant with the remaining 75% of such stock options vesting ratably over the remaining three years. During the nine months ended September 30, 2020, 2,129,048 stock options were granted to employees and non-employee directors of the Company, including the 394,595 stock options discussed above as well as 1,734,453 stock options granted to employees and non-employee consultants of the Company, with a weighted average grant date fair value of $0.701. The vesting terms of the 1,734,453 stock options granted to employees and non-employee consultants of the Company are such that 25% of the options vest on the one-year anniversary of the date of grant and the remaining 75% of such stock options vest ratably over the remaining three years.

The following table presents the assumptions used in the Black-Scholes-Merton option-pricing model to determine the grant date fair value of stock options granted:
Three months ended September 30, 2021
Three months ended September 30, 2020
Nine months ended
September 30, 2021
Nine months ended
September 30, 2020
Risk-free interest rate 0.664%
0.184% - 0.249%
0.664% - 0.716%
0.184% - 0.504%
Expected term (in years) 4.25
3.08 - 4.25
4.25 - 5.38
3.08 - 4.25
Expected volatility 73% 65%
65% - 73%
65%
Expected dividend yield —% —% —% —%
During the nine months ended September 30, 2021, a non-employee consultant of the Company exercised 64,570 stock options with an intrinsic value of $nil, resulting in the issuance of 64,570 shares of Common Stock for cash proceeds of $450,000.
As of September 30, 2021, the unrecognized stock-based compensation expense related to unvested stock options, was $5,486,152 and the estimated weighted average remaining vesting period was 2.6 years.
10. Commitments and contingencies
Property, in development commitment
The Company entered into agreements for the engineering design and modification of the property, in development. As of September 30, 2021, the Company is committed to future payments of approximately $4.1 million, relating to the construction and retrofit of the building, which are due before the expected completion in fiscal year 2021. During the three
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and nine months ended September 30, 2021, approximately $0.8 million and $5.7 million, respectively has been recorded within property, plant and equipment in connection with these agreements (three and nine months ended September 30, 2020 – $2.3 million and $2.4 million, respectively).
Clinical trial and commercial commitments
The Company in the normal course of business enters into various services and supply agreements in connection with its clinical trials to ensure the supply of certain product and product lines during the Company’s clinical phase. These agreements often have minimal purchase commitments and generally terminate upon the termination of the clinical trial. Minimum purchase commitments under these agreements include individual commitments up to $3.8 million. Aggregate remaining minimum commitments amount to approximately $7.4 million with payments ranging from three to eight years or upon completion of the clinical trial, if earlier. The Company recorded research and development expenses in connection with its supply agreements of approximately $1.1 million and $2.4 million, respectively, during the three and nine months ended September 30, 2021 (three and nine months ended September 30, 2020 - $0.1 million and $0.1 million, respectively).
The Company also has a supply agreement with a third party to purchase certain products for use in the Company’s full scale production process. The Company is committed to purchase a minimum quantity of product in the amount of approximately $49.5 million ($62.9 million CAD) over the contract term. The purchase commitments are contingent upon the completion of certain milestones by the third-party supplier. The Company recorded $nil and $nil, respectively, in connection with this agreement during the three and nine months ended September 30, 2021 (three and nine months ended September 30, 2020 - $nil and $nil, respectively).
The Company also has an agreement with a third party to provide certain services in connection with the Company’s SPLASH clinical phase study. The agreement expires on the date of the completion or termination of the clinical trial. The remaining minimum purchase commitment under this agreement is approximately $47.7 million with payments that range from one to six years. The Company recorded research and development expenses in connection with this agreement of approximately $3.9 million and $6.9 million, respectively, during the three and nine months ended September 30, 2021 (three and nine months ended September 30, 2020 – $0.8 million, and $1.0 million, respectively).
License agreements
The Company in the normal course of business enters into license and sublicense agreements in connection with its clinical trials and product development. For additional details of the Company’s license agreements, see Note 12 in the 2020 Financial Statements.
On June 30, 2021, the Company entered into a license agreement with the Belgian Nuclear Research Centre (“SCK-CEN”). Under the SCK-CEN Agreement, the Company was granted a worldwide, royalty-bearing, non-exclusive, sublicensable license under SCK-CEN’s patent rights to develop, make, have made, use and import no carrier-added Lu-177 using SCK-CEN Technology. The Company is obligated to make aggregate milestone payments to SCK-CEN of up to $127,000 (€110,000) upon the achievement of certain technology implementation milestones. The Company is also obligated to make aggregate minimum royalty payments of $8,200,000 (€7,120,000) over the course of 8 years commencing in 2023 with an annual cap of €6,300,000 over the same term. The Company did not record any costs in connection to this license agreement during the three and nine months ended September 30, 2021.

On September 24, 2021, POINT Biopharma Inc. entered into a third amendment (the “Third Amendment”) to that certain Exclusive Sublicense Agreement, dated April 2, 2020, between POINT Biopharma Inc. and Bach Biosciences, LLC, ("Bach Biosciences") as amended by the First Amendment to Exclusive Sublicense Agreement, dated April 14, 2020, and the Second Amendment to Exclusive Sublicense Agreement, dated January 5, 2021 (collectively, the “Sublicense Agreement”). The Sublicense Agreement grants to POINT Biopharma Inc. an exclusive, sublicensable, worldwide license under Bach Biosciences’ patent rights to use, develop, manufacture and commercialize any products arising from the licensed technology. Pursuant to the Third Amendment, POINT Biopharma Inc. exercised its option (the “Commercialization Option”) under the Sublicense Agreement to acquire a worldwide exclusive, royalty bearing license to commercialize any products and processes from uses of patent rights for FAP-targeted radiopharmaceuticals. The Third Amendment also amended the Sublicense Agreement to provide the Company with the first option (the “Invention Option”) to acquire a worldwide exclusive royalty bearing license to Bach Biosciences’ patent rights, materials and know-how with respect to new inventions directed to FAP-targeted radiopharmaceuticals. As partial consideration for the exercise of the Commercialization Option and the grant of the Invention Option under the Third Amendment, POINT Biopharma Inc. paid, upon execution of the Sublicense Agreement, an option exercise fee of $3,250,000. POINT Biopharma Inc. is also required to make regular quarterly contributions up to a specified amount to Bach Biosciences’ specified research and development until June 1, 2022 and October 1, 2022, in each case, commencing on October 1, 2021.
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The Company recorded research and development expenses in connection to the Third Amendment of $3,250,000 during the three and nine months ended September 30, 2021
The Company recorded research and development expenses in connection to its license agreements of approximately $4.0 million and $4.9 million during the three and nine months ended September 30, 2021, respectively, (three and nine months ended September 30, 2020 – $0.4 million and $1.4 million, respectively).
11. Net loss per share
Basic loss earnings per share is computed by dividing the loss available to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted loss per share is computed by dividing loss available to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period increased to include the number of additional shares of Common Stock that would have been outstanding if the potentially dilutive securities had been issued, using the treasury stock method. The below figures are presented giving effect to a retroactive application of the Business Combination which resulted in a conversion of the previous POINT Biopharma Inc. common shares to shares of Common Stock of the Company at a conversion ratio of approximately 3.59:1. See Note 3.
Three months
ended
 September 30, 2021
Three months
ended
September 30, 2020
 
Nine months ended
September 30, 2021
Nine months ended
September 30, 2020
Net loss attributable to common stockholders 17,116,632  3,047,250  31,705,711  7,822,081 
Weighted-average common shares outstanding-basic and diluted 90,121,794  54,181,325  68,317,492  33,579,905 
Net loss per share attributable to common stockholders-basic and diluted $ 0.19  $ 0.06  $ 0.46  $ 0.23 
The Company’s potentially dilutive securities, which include stock options and warrants, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of shares of Common Stock outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same.
12. Income Taxes
The Company has operations in both the United States and Canada, as such it is subject to tax in both countries. The income tax expense for the three months ended September 30, 2021 and September 30, 2020 was $81,044 and nil respectively. The income tax expense for the nine months ended September 30, 2021 and September 30, 2020 was $245,251 and $73,505 respectively. As of September 30, 2021, the Company had no uncertain tax positions (December 31, 2020 — $nil).
The Company files income tax returns in the US federal, certain state, and Canada with varying statutes of limitations. The Company is not currently subject to tax examinations by any taxing jurisdiction. However, in the event of any such examination of its tax years 2019 and 2020, there may or may not be an impact on the Company’s net operating loss carryforwards and credits. The Company does not anticipate that any potential tax adjustments resulting from such examinations would have a significant impact on its financial position or results of operations.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was passed into law. The CARES Act includes several significant business tax provisions including modification to the taxable income limitation for utilization of net operating losses incurred in 2019 and 2020, an increase to the limitation on deductibility of certain business interest expense, bonus depreciation for purchases of qualified improvement property and special deductions on certain corporate charitable contributions. The Company analyzed the provisions of the CARES Act and determined there was no impact to its income tax provision for the three and nine months ended September 30, 2021 and 2020.




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13. Related party transactions
The Company recognized expenses in connection with related party transactions in the unaudited condensed consolidated statements of operations as follows:
Three months ended
September 30, 2021
Three months ended
September 30, 2020
Nine months ended
September 30, 2021
Nine months ended
September 30, 2020
$ $ $ $
Stock-based compensation for consulting arrangement —  —  —  1,109,776 
Consulting fees to stockholder —  12,029  —  172,720 
Consulting fees on business activities to Board member 143,668  29,782  227,546  86,151 
Reimbursement to Board member for occupancy costs 18,285  5,564  55,104  5,564 
Total 161,953  47,375  282,650  1,374,211 
Transactions with related parties are in the normal course of operations and have been measured at their agreed upon exchange amount.
During the nine months ended September 30, 2020, the Company issued stock options to shareholders of a related party in exchange primarily for legal and financial consulting services. No amounts are owing in respect of these services as of September 30, 2021.
During the nine-month periods ended September 30, 2021 and 2020, the Company received consulting services for research and development from a Board member, for which $117,526 is recorded within accrued liabilities as of September 30, 2021. In addition, during the nine months ended September 30, 2020, the Company received consulting services for manufacturing planning from a stockholder. No amounts are owing in respect of these services as of September 30, 2021.
The Company currently has a lease arrangement in place with a Board member for the use of office space. The arrangement does not have a defined contractual lease term and is payable monthly. The Company has applied the short-term lease exemption under ASC Topic 842, Leases to this arrangement and is recording the lease payments of approximately $6,000 monthly as rent expense.
14. Subsequent events
For the Company’s unaudited interim condensed consolidated financial statements as of and for the three and nine months ended September 30, 2021, it evaluated subsequent events through November 12, 2021, the date on which those unaudited interim condensed consolidated financial statements were issued. The Company concluded that there were no such events through November 12, 2021.
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ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited condensed consolidated financial statements and notes thereto for the three and nine months ended September 30, 2021 and 2020 (the “Q3 2021 Financial Statements”) appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and notes thereto for the periods ended December 31, 2020 and 2019 (the “2020 Financial Statements”) contained in our Registration Statement on Form S-1 filed with the SEC on July 30, 2021 (the “Form S-1 Registration Statement”). Please also see the section entitled “Cautionary Note Regarding Forward-Looking Statements.”
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains “forward-looking statements” which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our forward-looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions (including the negative of any of the foregoing) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. These factors include, but are not limited to, the following:
•the success, cost and timing of our product development activities and clinical trials, our plans for clinical development of our product candidates and the initiation and completion of any other clinical trials and related preparatory work and the expected timing of the availability of results of the clinical trials;
•our ability to recruit and enroll suitable patients in our clinical trials;
•the potential attributes and benefits of our product candidates;
•our ability to obtain and maintain regulatory approval for our product candidates, and any related restrictions, limitations or warnings in the label of an approved product candidate;
•our ability to obtain funding for our operations, including funding necessary to complete further development, approval and, if approved, commercialization of our product candidates;
•the period over which we anticipate our existing cash and cash equivalents will be sufficient to fund our operating expenses and capital expenditure requirements;
•the potential for our business development efforts to maximize the potential value of our portfolio;
•our ability to identify, in-license or acquire additional product candidates;
•our ability to maintain the license agreements underlying our product candidates;
•our ability to compete with other companies currently marketing or engaged in the development of treatments for the indications that we are pursuing for our product candidates;
•our expectations regarding our ability to obtain and maintain intellectual property protection for our product candidates and the duration of such protection;
•our ability to contract with and rely on third parties to assist in conducting our clinical trials and manufacture our product candidates;
•the development of our own manufacturing facility in Indianapolis, Indiana and the ability of this facility to provide adequate production capacity to meet future commercial demands for our product candidates;
•the size and growth potential of the markets for our product candidates, and our ability to serve those markets, either alone or in partnership with others;
•the rate and degree of market acceptance of our product candidates, if approved;
•the pricing and reimbursement of our product candidates, if approved;
•regulatory developments in the United States and foreign countries;
•the impact of laws and regulations;
•our ability to attract and retain key scientific, medical, commercial or management personnel;
•our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
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•our financial performance;
•the ability to recognize the anticipated benefits of the Business Combination, as defined below. which may be affected by, among other things, competition and our ability to grow and manage growth profitably;
•our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
•the level of activity in the trading market for our Common Stock and the volatility of the market price of our Common Stock;
•the effect of the COVID-19 coronavirus (“COVID-19”) pandemic on the foregoing; and
•other factors detailed under the section entitled “Risk Factors” in the Form S-1 Registration Statement
These forward-looking statements are based on current expectations and beliefs concerning future developments and their potential effects. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors” in the Form S-1 Registration Statement. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Overview
Introduction
We are a globally focused radiopharmaceutical company building a platform for the clinical development and commercialization of radioligands that fight cancer. We have a pipeline of product candidates and early-stage development programs, in-house manufacturing capabilities, and a secured supply for rare medical isotopes like Actinium-225 and Lutetium-177.

Our team brings decades of combined experience in radiopharmaceutical clinical development and manufacturing. In a space where supply chain is often overlooked, the Company has carved out a unique advantage for itself: a 100% company-owned, 80,000 sq ft manufacturing facility located in Indianapolis, Indiana, with the potential capacity to commercially supply both North America and Europe for large volume indications. Furthermore, management has leveraged their prior relationships to assemble resilient radioisotope supply chains for the Company, which even includes manufacturing the Company's own non-carrier added Lutetitum-177 isotope in-house.

We were incorporated on September 18, 2019 (“Inception”) as POINT Theranostics Inc. under the DGCL and subsequently amended our name to “POINT Biopharma Inc.” on November 22, 2019. Subsequent to the Business Combination (as defined below), POINT Biopharma Inc. became a wholly-owned subsidiary of POINT Biopharma Global Inc. on June 30, 2021.
Business Combination
On June 30, 2021 (the “Closing Date”), we consummated a business combination transaction (the “Business Combination”) with Therapeutics Acquisition Corp., d/b/a Research Alliance Corp. I, a Delaware corporation (“RACA”), pursuant to the terms of the Business Combination Agreement, dated as of March 15, 2021 (the “Business Combination Agreement”), by and among RACA, Bodhi Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of RACA (“Merger Sub”), and POINT Biopharma Inc. Pursuant to the Business Combination Agreement, on the Closing Date, (i) Merger Sub merged with and into POINT Biopharma Inc. (the “Merger”), with POINT Biopharma Inc. as the surviving company in the Merger as a wholly-owned subsidiary of RACA and (ii) RACA changed its name to “POINT Biopharma Global Inc.”
In accordance with the terms and subject to the conditions of the Business Combination Agreement, at the effective time of the Merger (the “Effective Time”), (i) each share and vested equity award of POINT Biopharma Inc. outstanding as of immediately prior to the Effective Time was exchanged for shares of the common stock, par value $0.0001 per share, of POINT (“Common Stock”) or comparable vested equity awards that are exercisable for shares of Common Stock, as applicable, based on an implied POINT Biopharma Inc. vested equity value of $585,000,000 (which results in a conversion
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ratio of approximately 3.59:1); (ii) all unvested equity awards of POINT Biopharma Inc. were exchanged for comparable unvested equity awards that are exercisable for shares of Common Stock, determined based on the same exchange ratio at which the vested equity awards were exchanged for shares of Common Stock; and (iii) each share of Class A common stock, par value $0.0001 per share, of RACA (“Class A Common Stock”) and each share of Class B common stock, par value $0.0001 per share, of RACA (“Class B Common Stock”) that was issued and outstanding immediately prior to the Effective Time became one share of Common Stock following the consummation of the Business Combination.
In addition, concurrently with the execution of the Business Combination Agreement, on March 15, 2021, RACA entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “PIPE Investors”), pursuant to which the PIPE Investors agreed to subscribe for and purchase, and RACA agreed to issue and sell to the PIPE Investors, an aggregate of 16,500,000 shares of Class A Common Stock at a price of $10.00 per share, for aggregate gross proceeds of $165,000,000 (the “PIPE Financing”). The PIPE Financing was consummated concurrently with the closing of the Business Combination. We received net proceeds of approximately $260.0 million consisting of proceeds of the PIPE Financing and the proceeds remaining in RACA’s trust account. Transaction costs of approximately $27.0 million consisted of investment banker, legal, audit, tax, accounting, consulting, insurance, board retainer fees and listing fees.
Recent Developments
Manufacturing:
POINT Biopharma’s Indianapolis manufacturing facility opened on October 14, 2021. The 80,000 square foot, state-of-the-art production facility is fully operational and expected to ship its first dose by the end of fiscal 2021.

Partnerships:
In September 2021, The Company exercised its option on the PNT2004 technology and amended the exclusive global licensing agreement with Bach Biosciences providing the Company with the opportunity to further expand uses with the highly FAP specific D-Ala-boroPro inhibitor as a targeting warhead.

PNT2002: Investigational 177Lu-PSMA targeted radioligand therapy
In September 2021, the Company announced that the 25 patient dosimetry and safety run-in for the SPLASH study evaluating PNT2002 for metastatic castrate resistant prostate cancer (mCRPC) met all pre-specified safety and efficacy criteria, allowing the initiation of the randomization phase without changes to study design. Enrollment for this phase of the SPLASH study has commenced in Canada and will continue to expand globally in the fourth quarter of 2021.

The Phase 3 SPLASH study (NCT04647526) is a multi-center, randomized, open label assessment of PNT2002 in patients with PSMA-expressing mCRPC who have progressed on Androgen receptor-axis-targeted therapies (ARAT) therapy and refuse or are not eligible for chemotherapy. The randomization phase of the study is expected to enroll approximately 400 patients across North America, Europe and the UK. Patients will be randomized 2:1 with patients in arm A receiving PNT2002 and patients in arm B receiving either Abiraterone or Enzalutamide. Patients in arm B who experience centrally assessed radiographic progression and meet protocol eligibility will have the option to crossover and receive PNT2002. Patients will be subject to follow-up for up to 5 years from first PNT2002 dose. The primary endpoint of the study is radiographic progression-free survival (rPFS). Key secondary endpoints include overall response rate (ORR), overall survival (OS), and pharmacokinetics (PK). POINT anticipates meeting with regulatory agencies in North America, United Kingdom and Europe to gain alignment on requirements for planned submissions after data readout from the SPLASH trial.

PNT2004: Family of FAP-alpha targeted radioligands
In September 2021, the Company reported preclinical data from its fibroblast activation protein-alpha (FAP-alpha) program, PNT2004. In animal models PNT6555, the lead clinical candidate, was able to deliver large doses of radiation to tumors while limiting dose to non-target tissues. PNT6555 also demonstrated a high level of selectivity for FAP, resulting in complete tumor regression and prolonged survival in animal models, including rapid clearance from normal tissues. POINT is progressing through IND enabling studies and clinical development plans with expectations to submit an IND/CTA for PNT2004 in the first half of 2022.

Risks & Liquidity
Drug research and development is very expensive and involves a high degree of risk. Only a small number of research and development programs result in the commercialization of a product. We will not generate revenue from product sales unless and until we successfully complete clinical development and are able to obtain regulatory approval for and
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successfully commercialize the product candidates we are currently developing or may develop. We currently do not have any product candidates approved for commercial sale.
Our product candidates, currently under development or that we may develop, will require significant additional research and development efforts, including extensive clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel infrastructure and extensive compliance and reporting capabilities. There can be no assurance that our research and development activities will be successfully completed, that adequate protection for our licensed or developed technology will be obtained and maintained, that products developed will obtain necessary regulatory approval or that any approved products will be commercially viable.
If we obtain regulatory approval for one or more of our product candidates, we expect to incur significant expenses related to developing our commercialization capabilities to support product sales, marketing, and distribution activities, either alone or in collaboration with others. Further, with the completion of the Business Combination, we expect to incur additional costs associated with operating as a public company. As a result, we will need substantial additional funding to support our continuing operations and pursue our growth strategy.
We have incurred significant net losses since our Inception and have relied on the ability to fund operations through equity financings. We expect to continue to incur significant operating and net losses, as well as negative cash flows from operations, for the foreseeable future as we continue to complete clinical trials for our products and prepare for potential future regulatory approvals and commercialization of our products, if approved. We have not generated any revenue to date and do not expect to generate product revenue unless and until we successfully complete development and obtain regulatory approval for at least one of our product candidates.
We believe that the net proceeds from the Business Combination and PIPE Financing, together with our available resources and existing cash and cash equivalents are sufficient to fund our operating expenses and capital expenditure requirements into the first quarter of 2024.
As losses continue to be incurred, we are subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, successful discovery and development of our product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of COVID-19, the ability to secure additional capital to fund operations and commercial success of our product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if our drug development efforts are successful, it is uncertain when, if ever, we will realize significant revenue from product sales.
We anticipate that our expenses will increase significantly in connection with our ongoing activities, as we:
•advance our clinical-stage product candidates: 177Lu-PNT2003 and 177Lu-PNT2002 through clinical development;
•advance our preclinical stage product candidates: 177Lu-PNT2004, 177Lu-PNT2001, along with candidates developed with our CanSEEKTM Prodrug Platform into clinical development;
•seek to identify, acquire, and develop additional product candidates, including through business development efforts to invest in or in-license other technologies or product candidates;
•hire additional clinical, quality control, medical, scientific, and other technical personnel to support our clinical operations;
•expand our operational, financial and management systems and increase personnel to support our operations;
•meet the requirements and demands of being a public company;
•maintain, expand, and protect our intellectual property portfolio;
•make milestone, royalty, or other payments due under various in-license or collaboration agreements;
•seek regulatory approvals for any product candidates that successfully complete clinical trials; and
•undertake any pre-commercialization activities to establish sales, marketing, and distribution capabilities for any product candidates for which we may receive regulatory approval in regions where we choose to commercialize our products on our own or jointly with third parties.

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COVID-19 Pandemic
The COVID-19 pandemic, which was declared by the World Health Organization as a pandemic in March 2020 and has since spread worldwide, has caused many governments to implement measures to slow the spread of the outbreak through quarantines, travel restrictions, heightened border security and other measures. The impact of this pandemic has been, and will likely continue to be, extensive in many aspects of society, which has resulted, and will likely continue to result, in significant disruptions to the global economy as well as businesses and capital markets around the world. The future progression of the pandemic and its effects on our business and operations are uncertain.
In response to public health directives and orders and to help minimize the risk of the virus to employees, we have taken precautionary measures, including implementing work-from-home policies for certain employees. The impact of the virus, including work-from-home policies, may negatively impact productivity, disrupt our business, and delay our preclinical research and clinical trial activities and our development program timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on our ability to conduct our business in the ordinary course. Specifically, we may not be able to fulfill enrollment expectations on our planned timeline or visit clinics to conduct on-site monitoring due to disruptions at our clinical trial sites. We are currently unable to predict when potential disruptions to our clinical programs resulting from the pandemic will resolve. Other impacts to our business may include temporary closures of our suppliers and disruptions or restrictions on our employees’ ability to travel. Any prolonged material disruption to our employees or suppliers could adversely impact our preclinical research and clinical trial activities, financial condition and results of operations, including our ability to obtain financing.
We are monitoring the ongoing potential impact of the COVID-19 pandemic on our business and Q3 2021 Financial Statements. To date, we have not experienced material business disruptions or incurred impairment losses in the carrying values of our assets as a result of the COVID-19 pandemic, and we are not aware of any specific related event or circumstance that would require us to revise our estimates reflected in these Q3 2021 Financial Statements.
Components of Operating Results
Revenues
We have not generated any revenues since our Inception and do not expect to generate any revenues from the sale of products in the near future, if at all. If our development efforts for our current product candidates or additional product candidates that we may develop in the future are successful and can be commercialized, we may generate revenue in the future from product sales. Additionally, we may enter into collaboration and license agreements from time to time that provide for certain payments due to us. Accordingly, we may generate revenue from payments from such collaboration or license agreements in the future.
Research and Development
We support our drug discovery and development efforts through the commitment of significant resources to our preclinical and clinical development activities. Research and development expenses consist of costs incurred in performing research and development activities, including costs for salaries and bonuses, employee benefits, subcontractors, facility-related expenses, share-based compensation, third-party license fees, laboratory supplies, and external costs of outside vendors engaged to conduct discovery, preclinical and clinical development activities and clinical trials as well as to manufacture clinical trial materials, and other costs. We recognize external research and development costs based on an evaluation of the services performed to date of specific tasks using information provided to us by our service providers.
Non-refundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. Such prepaid expenses are recognized as an expense when the goods have been delivered or the related services have been performed, or when it is no longer expected that the goods will be delivered, or the services rendered.
Upfront payments under license agreements are expensed as research and development expense upon receipt of the license. Milestone payments under license agreements are accrued, with a corresponding expense being recognized, in the period in which the milestone is determined to be probable of achievement and the related amount is reasonably estimable.
We may be entitled to investment tax credits in connection with our research and development costs. These investment tax credits are non-refundable tax credits and are accounted for in accordance with our accounting policies.
We expect that our research and development expenses will substantially increase in connection with our planned preclinical and clinical development activities, both in the near-term and beyond as we continue to invest in activities to
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develop our product candidates and preclinical programs and as certain product candidates advance into later stages of development. Product candidates in later stages of clinical development generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size, scope, and duration of later-stage clinical trials. Furthermore, the process of conducting the necessary clinical trials to obtain regulatory approval is costly and time-consuming, and the successful development of our product candidates is highly uncertain. As a result, we cannot accurately estimate or know the nature, timing and costs that will be necessary to complete the preclinical and clinical development for any of our product candidates or when and to what extent we may generate revenue from the commercialization and sale of any of our product candidates or achieve profitability.
The duration, costs and timing of clinical trials and development of our product candidates will depend on a variety of factors that include, but are not limited to:
•per patient trial costs;
•the number of patients that participate in the trials;
•the number of sites included in the trials;
•the countries in which the trials are conducted;
•the length of time required to enroll eligible patients;
•the number of doses that patients receive;
•the drop-out or discontinuation rates of patients;
•potential additional safety monitoring or other studies requested by regulatory agencies;
•the duration of patient follow-up; and
•the efficacy and safety profile of our product candidates.
Changes in any of these assumptions could significantly impact the cost and timing associated with the development of our product candidates. Additionally, future competition and commercial and regulatory factors beyond our control may also impact our clinical development programs and plans.
General and Administrative
We expense general and administrative costs as incurred. General and administrative expenses consist primarily of salaries, benefits, and share-based compensation. General and administrative expenses also include legal fees incurred relating to corporate and patent matters, professional fees incurred for accounting, auditing, tax and administrative consulting services, insurance costs, and facilities expenses.
We estimate and accrue for services provided by third parties related to the above expenses by monitoring the status of services provided and receiving estimates from our service providers. We reassess and adjust our accruals as actual costs become known or as additional information becomes available.
We expect our general and administrative expenses will increase over the next several years as we increase our headcount to support the continued development of our product candidates. We also anticipate that we will incur increased accounting, audit, legal, regulatory, compliance and director and officer insurance costs as well as investor, public relations and other expenses associated with being a public company.
Income Taxes
We account for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Q3 2021 Financial Statements or our tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. We assess the likelihood that our deferred tax assets will be recovered from future taxable income and, to the extent we believe, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies.
We account for uncertainty in income taxes recognized in the Q3 2021 Financial Statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the
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likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely than not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the Q3 2021 Financial Statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties.
Results of Operations
The following table summarizes our results of operations for the three months ended September 30, 2021 and 2020:
For the three
months
Ended
September 30,
2021 		For the three
months
ended
September 30,
2020 		Change
(In U.S. dollars) $ $ $ %
Operating expenses:        
Research and development 13,004,649  2,480,064  10,524,585  424.4  %
General and administrative 4,026,666  596,164  3,430,502  575.4  %
Total operating expenses 17,031,315  3,076,228  13,955,087  453.6  %
Loss from operations (17,031,315) (3,076,228) (13,955,087) 453.6  %
Other expenses (income):    
Finance costs (6,178) (2,507) (3,671) (100.0) %
Foreign currency gain 1,905  31,485  (29,580) (93.9) %
Total other expenses (income) (4,273) 28,978  (33,251) (114.7) %
Loss before provision for income taxes (17,035,588) (3,047,250) (13,988,338) 459.0  %
Provision for income taxes (81,044) —  (81,044) 100.0  %
Net loss (17,116,632) (3,047,250) (14,069,382) 461.7  %
Research and Development
The following table summarizes the components of research and development expense for the three months ended September 30, 2021 and 2020:
For the three
months
Ended
September 30,
2021 		For the three
months
ended
September 30,
2020 		Change
(In U.S. dollars) $ $ $ %
Research and development expenses:        
Salaries and benefits 2,135,742  531,975  1,603,767  301.5  %
Sponsored research & product licenses 3,950,000  387,397  3,562,603  919.6  %
Clinical trials 4,399,327  923,870  3,475,457  376.2  %
Contract manufacturing 2,400,794  481,584  1,919,210  398.5  %
Regulatory consulting 118,786  155,238  (36,452) (23.5) %
Total 13,004,649  2,480,064  10,524,585  424.4  %

For the three months ended September 30, 2021 as compared to the three months ended September 30, 2020, the increase in research and development expense was primarily due to increases in (a) costs associated with our licensing agreements and related sponsored research in connection with our product candidates both pre-clinical and clinical, including a $3,250,000 expense related to the option exercised in connection with the exclusive global licensing agreement with Bach Biosciences, as discussed above, (b) costs incurred in clinical trials, including contract manufacturing and development of product candidates, and (c) increased personnel costs as the Company continues to expand its research and development headcount. The Company currently does not track its R&D expenditures by product.

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General and administrative
For the three months ended September 30, 2021 as compared to the three months ended September 30, 2020, the increase in general and administrative expenses was primarily due to increased (a) personnel costs as the Company continues to expand its finance, information technology, human resources and other administrative headcount, (b) professional fees incurred for accounting, auditing, and tax, each increasing primarily as a result of becoming a publicly traded company and (c) insurance, administrative consulting services, advertising, office expenses and other facilities expenses as the Company continues to increase the scale of its operations.
Other Expenses
For the three months ended September 30, 2021, other expenses consist primarily of (a) a foreign exchange gain associated with foreign currency transactions primarily occurring within the Company’s Canadian subsidiary, and (b) accretion expense related to the amortization of capitalized transaction costs in connection with our previous mortgage payable. For the three months ended September 30, 2020, other expenses consisted of a foreign currency gain driven by the same or substantially similar factors impacting the current period noted above.
Income Tax Expense
For the three months ended September 30, 2021 and 2020, income tax expense consisted primarily of taxes owing in Canada in relation to taxable income generated through management and research and development services performed by the Canadian subsidiary of the Company.
Results of Operations
The following table summarizes our results of operations for the nine months ended September 30, 2021 and 2020:

For the nine
months
Ended
September 30,
2021 		For the nine
months
Ended
September 30,
2020 		Change
(In U.S. dollars) $ $ $ %
Operating expenses:        
Research and development 23,974,809  5,024,980  18,949,829  377.1  %
General and administrative 7,440,910  2,687,161  4,753,749  176.9  %
Total operating expenses 31,415,719  7,712,141  23,703,578  307.4  %
Loss from operations (31,415,719) (7,712,141) (23,703,578) 307.4  %
Other expenses:    
Finance costs (11,840) (2,507) (9,333) (100.0) %
Foreign currency loss (32,901) (33,928) 1,027  (3.0) %
Total other expenses (44,741) (36,435) (8,306) 22.8  %
Loss before provision for income taxes (31,460,460) (7,748,576) (23,711,884) 306.0  %
Provision for income taxes (245,251) (73,505) (171,746) 233.7  %
Net loss (31,705,711) (7,822,081) (23,883,630) 305.3  %
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Research and Development
The following table summarizes the components of research and development expense for the nine months ended September 30, 2021 and 2020:
For the nine
months
Ended
September 30,
2021 		For the nine
months
Ended
September 30,
2020 		Change
(In U.S. dollars) $ $ $ %
Research and development expenses:        
Salaries and benefits 4,722,395  749,036  3,973,359  530.5  %
Sponsored research & product licenses 6,333,269  1,425,397  4,907,872  344.3  %
Clinical trial 8,613,078  1,162,717  7,450,361  640.8  %
Contract manufacturing 3,934,564  1,418,546  2,516,018  177.4  %
Regulatory consulting 371,503  269,284  102,219  38.0  %
Total 23,974,809  5,024,980  18,949,829  377.1  %
For the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020, the increase in research and development expense was primarily due to increases in (a) costs incurred in clinical trials, including contract manufacturing and development of product candidates and personnel costs, (b) costs associated with our licensing agreements and related sponsored research in connection with our product candidates both pre-clinical and clinical, including a $3,250,000 expense related to the option exercised in connection with the exclusive global licensing agreement with Bach Biosciences, as discussed above, (c) salaries and wages due to increased personnel costs as the Company continues to expand its research and development headcount and (d) regulatory consulting fees that are required to further advance the development of our product candidates as we advance our pipeline and grow the organization. The Company currently does not track its R&D expenditures by product.
General and administrative
For the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020, the increase in general and administrative expenses was primarily due to increased (a) personnel costs as the Company continues to expand its finance, information technology, human resources and other administrative headcount, (b) professional fees incurred for accounting, auditing and tax, each increasing primarily as a result of becoming a publicly traded company, (c) costs associated with legal fees relating to corporate and patent matters and (d) insurance, administrative consulting services, advertising, office expenses and other facilities expenses as the Company continues to increase the scale of its operations.
Other Expenses
For the nine months ended September 30, 2021, other expenses consist primarily of (a) foreign exchange losses associated with foreign currency transactions primarily occurring within the Company’s Canadian subsidiary, and (b) accretion expense related to the amortization of capitalized transaction costs in connection with our previous mortgage payable. For the nine months ended September 30, 2020, other expenses consisted the same or substantially similar expenses impacting the current period noted above.
Income Tax Expense
For the nine months ended September 30, 2021 and 2020, income tax expense consisted primarily of taxes owing in Canada in relation to taxable income generated through management and research and development services performed by the Company’s Canadian subsidiary.



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Liquidity and Capital Resources
Sources of Liquidity and Capital
We have incurred significant net losses since the Company’s inception and, prior to the Business Combination, have relied on the ability to fund operations through equity financings. Operating losses and negative cash flows from operations and investing activities are expected to continue for the foreseeable future. As losses continue to be incurred, we are subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, successful discovery and development of its product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of COVID-19, the ability to secure additional capital to fund operations and commercial success of its product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if our drug development efforts are successful, it is uncertain when, if ever, we will realize significant revenue from product sales.
Cash and cash equivalents totaled $252,825,718 as of September 30, 2021. Net losses totaled $17,116,632 and $3,047,250 for the three months ended September 30, 2021, and 2020, respectively, and $31,705,711 and $7,822,081 for the nine months ended September 30, 2021, and 2020, respectively.
On July 10, 2020, we obtained a mortgage loan in the amount of $3,562,500 for the purpose of purchasing a facility located in Indianapolis, Indiana (see Note 7 to the Q3 2021 Financial Statements). The loan was collateralized by a first charge over the property. As part of the financing, we incurred $17,194 of costs and fees from the lender that are capitalized and recorded as finance costs over the life of the mortgage. The mortgage bore interest at 2.85% plus a minimum rate of 1-month LIBOR, subject to a LIBOR floor of 0.25%. The loan required quarterly interest payments, commencing October 1, 2020, with the principal amount due at maturity on January 10, 2022. On July 29, 2021, this mortgage loan was repaid in full and the related mortgage on the facility in Indianapolis, Indiana was released.

For the three and nine months ended September 30, 2021, we recorded $8,590 and $63,195, respectively, in interest costs which have been capitalized within property, in development, and $6,178 and $11,840, respectively, of accretion expense recorded within finance costs related to the amortization of capitalized financing costs and fees.
On January 28, 2021, warrants for the purchase of common shares of POINT Biopharma Inc. were exercised resulting in net proceeds of $20,000,000. We intend to use the net proceeds from the transaction for general corporate purpose, funding of development programs, payment of milestones pursuant to our license agreements, general and administrative expenses, licensing of additional product candidates and to support our working capital needs.
On March 8, 2021, we received cash proceeds of $450,000 for a non-employee consultant’s exercise of stock options.
On June 30, 2021, we received net proceeds of approximately $260.0 million in connection with the Business Combination consisting of proceeds of the PIPE Financing and the proceeds remaining in RACA’s trust account.
Future Funding Requirements
Our primary use of cash is to fund operating expenses, primarily related to our research and development activities. Cash used to fund operating expenses is impacted by the timing of when we pay these expenses, as reflected in the change in our outstanding accounts payable, accrued expenses and prepaid expenses.
We expect to continue to incur significant and increasing expenses and operating losses for the foreseeable future. We will require additional capital to meet operational needs and capital requirements for clinical trials, other research and development expenditures, and business development activities. Because of the numerous risks and uncertainties associated with the development and commercialization of our product candidates, we are unable to estimate the amounts of increased capital outlays and operating expenditures associated with our current and anticipated clinical trials and preclinical studies.
Our future funding requirements will depend on many factors, including, but not limited to:
•the scope, progress, results and costs of researching and developing our current product candidates, as well as other additional product candidates we may develop and pursue in the future;
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•the timing of, and the costs involved in, obtaining marketing approvals for our product candidates and any other additional product candidates we may develop and pursue in the future;
•the number of future product candidates that we may pursue and their development requirements;
•subject to receipt of regulatory approval, the costs of commercialization activities for our product candidates, to the extent such costs are not the responsibility of any future collaborators, including the costs and timing of establishing product sales, marketing, distribution, and manufacturing capabilities;
•subject to receipt of regulatory approval, revenue, if any, received from commercial sales of our product candidates or any other additional product candidates we may develop and pursue in the future;
•the achievement of milestones that trigger payments under our various license agreements;
•the extent to which we in-license or acquire rights to other products, product candidates or technologies;
•our ability to establish collaboration arrangements for the development of our product candidates on favorable terms, if at all;
•our headcount growth and associated costs as we expand our research and development and establish a commercial infrastructure;
•the costs of preparing, filing and prosecuting patent applications, maintaining and protecting our intellectual property rights, including enforcing and defending intellectual property related claims; and
•the costs of operating as a public company.
As of September 30, 2021, we had cash and cash equivalents of approximately $252.8 million. We expect that our cash and equivalents are sufficient to fund our operating expenses and capital expenditure requirements into the first quarter of 2024. We have based this estimate on current assumptions that may change or prove to be wrong, and we could utilize our available capital resources sooner than we expect.
Until such time as we can generate substantial product revenue, if ever, we expect to finance our operations through a combination of equity offerings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, ownership interest will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect rights as a holder of Common Stock. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making acquisitions or capital expenditures or declaring dividends. If we raise additional funds through collaborations, strategic alliances or marketing, distribution or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or drug candidates, or grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings or other arrangements when needed, we may be required to delay, limit, reduce or terminate our research, product development or future commercialization efforts, or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.
Going Concern
We assess and determine our ability to continue as a going concern in accordance with the provisions of ASC Topic 205-40, Presentation of Financial Statements—Going Concern.
We concluded that there are no conditions or events, in the aggregate, that raise substantial doubt about our ability to continue as a going concern for a period of at least twelve months from September 30, 2021. We expect that our cash and equivalents of approximately $252.8 million as of September 30, 2021, are sufficient to fund our operating expenses and capital expenditure requirements into the first quarter of 2024.
Working Capital
Working capital is defined as current assets less current liabilities.



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The following table summarizes our total working capital and current assets and liabilities as of September 30, 2021 and December 31, 2020:
As of
September 30,
2021 		As of
December 31,
2020 		Change
(In U.S. dollars) $ $ $ %
Current assets 259,293,937  12,397,095  246,896,842  1991.6  %
Current liabilities 8,094,129  5,163,557  2,930,572  56.8  %
Total working capital 251,199,808  7,233,538  243,966,270  3372.7  %
The increase in working capital as of September 30, 2021, primarily reflects (a) net proceeds of approximately $260.0 million in connection with the Business Combination and the related PIPE Financing, exclusive of redemptions and approximately $27.0 million of transaction costs and (b) approximately $20.5 million received from the exercise of warrants and stock options during the nine months ended September 30, 2021. The transaction costs related to the Business Combination and PIPE Financing consisted of investment banker, legal, audit, tax, accounting, consulting, insurance, board retainer fees and listing fees. The increase in working capital as of September 30, 2021 was partially offset by increased (a) operating expenses, including research and development costs, (b) capital expenditures in connection with the development of our manufacturing and development facility in Indiana and (c) the repayment of our mortgage payable.
Cash Flows
The following table summarizes our sources and uses of cash for the nine months ended September 30, 2021 and 2020:
For the nine
months
Ended
September 30,
2021 		For the nine
months
ended
September 30,
2020 		Change
(In U.S. dollars) $ $ $ %
Net cash flows used in operating activities (31,386,634) (3,785,833) (27,600,801) 729.1  %
Net cash flows used in investing activities (8,104,579) (6,090,918) (2,013,661) 100.0  %
Net cash flows provided by financing activities 281,770,182  28,647,005  253,123,177  883.6  %
Net increase in cash and cash equivalents 242,278,969  18,770,254  223,508,715  1190.8  %
Cash flows used in operating activities
Net cash flows used in operating activities represent the cash receipts and disbursements related to all of our activities other than investing and financing activities. We expect cash provided by financing activities will continue to be our primary source of funds to finance operating needs and capital expenditures for the foreseeable future.
The significant increase in cash used in operating activities for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 was primarily the result of (a) increased operating expenses as we grow our operations and further the development of our pipeline, as described above and (b) continued costs and pre-payments made in connection with our clinical trials.
Cash flows used in Investing Activities
For the nine months ended September 30, 2021 and 2020, cash used in investing activities reflected $8.1 million and $6.1 million, respectively, in capital expenditures for purchases in connection with the development of our Indiana facility.
Cash flows provided by Financing Activities
For the nine months ended September 30, 2021, net cash provided by financing activities totaled $281.8 million, which consisted (a) net proceeds in connection with the Business Combination and the related PIPE Financing, and (b) the proceeds from the exercise of warrants and stock options each as discussed above. This was partially offset by cash outflows associated with the repayment of our mortgage payable as discussed above.
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For the nine months ended September 30, 2020, net cash provided by financing activities totaled $28.6 million, which consisted of net proceeds from the issuance of common shares of POINT Biopharma Inc. and warrants to purchase common shares of POINT Biopharma Inc. as well as borrowings under our previous mortgage payable.
Contractual Obligations and Other Commitments
The Company in the normal course of business enters into various services and supply agreements in connection with its clinical trials to ensure the supply of certain product and product lines during the Company’s clinical phase. These agreements often have minimum purchase commitments and generally terminate upon the termination of the clinical trial. For additional information, see Note 10 to the Q3 2021 Financial Statements.
For additional information related to our license agreements, please also see Note 10 to the Q3 2021 Financial Statements and Notes 11 and 12 to the 2020 Financial Statements.
Off-balance sheet arrangements
We do not have any off-balance sheet arrangements or holdings in any variable interest entities.
Critical Accounting Policies and Estimates
This management’s discussion and analysis of our financial condition and results of operations is based on our Q3 2021 Financial Statements, which have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma Corp., POINT Biopharma USA, Inc. and West 78th Street, LLC, for financial information and pursuant to the rules and regulations of the SEC.
The preparation of the Q3 2021 Financial Statements in conformity with GAAP requires us to make estimates, judgments and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Q3 2021 Financial Statements and the reported amounts of expenses during the reporting periods. Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
While our significant accounting policies are outlined in Note 2 to the 2020 Financial Statements and in Note 2 to the Q3 2021 Financial Statements, we believe that the following accounting policies are those most critical to the judgments and estimates used in the preparation of our condensed consolidated financial statements.
Accrued research and development expenses
Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including costs for salaries and bonuses, employee benefits, subcontractors, facility-related expenses, depreciation and amortization, share-based compensation, third-party license fees, laboratory supplies, and external costs of outside vendors engaged to conduct discovery, preclinical and clinical development activities and clinical trials as well as to manufacture clinical trial materials, and other costs. We recognize external research and development costs based on an evaluation of the progress to completion of specific tasks using information provided to the Company by its service providers. Non-refundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. Such prepaid expenses are recognized as an expense when the goods have been delivered or the related services have been performed, or when it is no longer expected that the goods will be delivered, or the services rendered. Upfront payments under license agreements are expensed as research and development expense upon receipt of the license, and annual maintenance fees under license agreements are expensed in the period in which they are incurred. Milestone payments under license agreements are accrued, with a corresponding expense being recognized, in the period in which the milestone is determined to be probable of achievement and the related amount is reasonably estimable.
The Company has entered into various research, development and manufacturing contracts with research institutions and other companies. These agreements are generally cancellable, and related costs are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research, development and manufacturing costs. The upfront payments to acquire a new drug compound, as well as subsequent milestone payments, are immediately expensed as acquired in-process research and development, provided that the drug has not achieved regulatory approval for
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marketing and, absent obtaining such approval, has no alternative future use. Once regulatory approval is received, payments to acquire rights, and the related milestone payments, are capitalized and the amortization of such assets recorded to product cost of sales.
As part of the process of preparing the Q3 2021 Financial Statements, we are required to estimate our accrued research and development expenses. This process involves reviewing open contracts and purchase orders, communicating with our applicable personnel to identify services that have been performed on our behalf and estimating the level of service performed and the associated cost incurred for the service when we have not yet been invoiced or otherwise notified of actual costs. We make estimates of our accrued expenses as of each balance sheet date based on facts and circumstances known to us at that time. We periodically confirm the accuracy of the estimates with the service providers and make adjustments if necessary. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in reporting amounts that are too high or too low in any particular period. To date, our estimated accruals have not differed materially from actual costs incurred.
Stock-Based Compensation
We determine the fair value of each award issued under our equity-based compensation plan on the date of grant. Compensation expense for service-based stock option awards is recognized on a straight-line basis for the entire award over the requisite service period, with the amount of compensation expense recognized at any date at least equaling the portion of the grant-date fair value of the award that is vested at that date.
We elected to account prospectively for forfeitures as they occur rather than apply an estimated forfeiture rate to share-based compensation expense. We classify share-based compensation expense in our Q3 2021 Financial Statements in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified, as applicable.
We estimate the fair value of the stock option awards on the date of grant using the Black-Scholes-Merton option pricing model which includes certain judgments and estimates including the expected life of the stock options as well the risk-free rate, dividend yield, and volatility, each estimated over the expected life of the stock options. We currently do not have sufficient price history for our Common Stock and we therefore determine the volatility for stock options granted based on an analysis of reported data for a peer group of companies. We will continue to apply this method until a sufficient amount of historical information regarding the volatility of our own share price becomes available. As we do not have a sufficient history of stock option exercises, the expected life of the stock options has been determined as the using the simplified method being the midpoint between the vesting date and the end of the contractual term. The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of the stock options. The expected dividend yield is assumed to be zero as we have never paid dividends and do not have current plans to pay any dividends on our common shares.
Recently adopted accounting standards and recent accounting pronouncements
For a discussion of new accounting standard updates adopted by the Company as well as recent accounting pronouncements for accounting standard updates not yet effective and their respective impact and expected impact on our consolidated financial statements, please see Note 2 to the Q3 2021 Financial Statements.
ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The primary objectives of our investment activities are to ensure liquidity and to preserve capital. We are exposed to market risks in the ordinary course of our business, primarily interest rate risk and foreign exchange risk.
Our mortgage payable was priced at 1-month LIBOR (subject to a floor of 0.25%) plus a spread of 2.85% and was exposed to fluctuations in that floating rate. On July 29, 2021, the mortgage loan was repaid in full and the related mortgage on our facility in Indianapolis, Indiana was released.
We are exposed to foreign currency risk in relation to its expenses incurred from certain Canadian supplier agreements as well as salaries and wages in respect of our Canadian employees. We also incurred limited expenses denominated in Euro.
We currently have not engaged in any hedging activities and we do not believe that inflation, interest rate changes or exchange rate fluctuations had a significant impact on our results of operations for any periods presented herein. We will continue to monitor our market risks and responses to those risks.
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ITEM 4. – CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Such disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
As of September 30, 2021, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Our Chief Executive Officer and Chief Financial Officer have concluded that, based on the evaluation described above, as of September 30, 2021, our disclosure controls and procedures were effective.
Changes in Internal Control over Financial Reporting
Since completing the Business Combination, with the oversight of senior management and our audit committee, we have been taking steps to improve and enhance our internal control over financial reporting. These steps include: (i) adopting and continuing to improve and maintain policies, processes and documentation procedures to improve the overall efficiency and accuracy of our financial reporting; (ii) establishing an ongoing program of education for our corporate finance and reporting employees, specifically including GAAP and the application of accounting pronouncements; (iii) engaging third-party consultants to review the design of our systems of internal control over financial reporting and to recommend improvements; and (iv) hiring experienced personnel to oversee and effectively allow for formally documenting accounting policies and ensuring compliance with accounting requirements.
Except as disclosed above, there was no change in our internal control over financial reporting that occurred during the fiscal quarter ended September 30, 2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
ITEM 1. – LEGAL PROCEEDINGS
From time to time, we may be subject to legal proceedings and claims in the ordinary course of business. We are not currently aware of any such proceedings or claims that we believe will have, individually or in the aggregate, a material adverse effect on our business, financial condition or results of operations.
ITEM 1A. – RISK FACTORS
Factors that could cause our actual results to differ materially from those in this Quarterly Report on Form 10-Q are any of the risks and uncertainties described in the prospectus included in our Registration Statement on Form S-1 filed with the SEC on July 30, 2021 (the “Prospectus”). If any of these risks are realized, our business, financial condition, operating results and prospects could be materially and adversely affected. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operation.
As of the date of this Quarterly Report on Form 10-Q, there have been no material changes to the risks and uncertainties disclosed in the Prospectus. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.
ITEM 2. – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Unregistered Sales of Equity Securities
We did not have any unregistered sales of equity securities during the quarter ended September 30, 2021.

Issuer Purchases of Equity Securities
We did not repurchase any of our equity securities during the quarter ended September 30, 2021.
ITEM 3. – DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.    MINE SAFETY DISCLOSURES.
Not applicable.
ITEM 5.    OTHER INFORMATION.
None.
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ITEM 6.    EXHIBITS.
The following exhibits are filed as part of this Quarterly Report on Form 10-Q.
Exhibit Index
Exhibit
Number 		Description
2.1†
3.1
3.2
10.1*#
10.2*#
10.3*#
10.4*#
31.1*
31.2*
32*
101.INS* XBRL Instance Document
101.SCH* XBRL Taxonomy Extension Schema Document
101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF* XBRL Taxonomy Extension Definition Linkbase Document
101.LAB* XBRL Taxonomy Extension Label Linkbase Document
101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*    Filed herewith.
#    Certain confidential portions (indicated by brackets and asterisks) have been omitted from this exhibit.
†    Schedules and exhibits to this Exhibit omitted pursuant to Regulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
POINT BIOPHARMA GLOBAL INC.
Date: November 12, 2021
By: /s/Joe McCann.
Dr. Joe McCann, Ph.D.
Chief Executive Officer
(Principal Executive Officer)
By: /s/Bill Demers
Bill Demers
Chief Financial Officer
(Principal Financial Officer)

33
Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] = Indicates confidential information omitted from the exhibit. EXCLUSIVE SUBLICENSE AGREEMENT This Exclusive Sublicense Agreement (together with its Appendices, the “Agreement”) is effective as of April 2, 2020 (“Effective Date”) BACH BIOSCIENCES, LLC, a limited liability corporation with a principal place of business at 75 Cambridge Parkway, E609, Cambridge, MA 02142, USA (“BACH”) and POINT BIOPHARMA INC., a company organized under the laws of the state of Delaware, USA with a principal place of business at 511 South Orange Avenue, No. 2093, Newark, New Jersey, 07103, USA (“POINT”). SECTION 1 BACKGROUND 1.1 BACH holds rights in certain intellectual property licensed to BACH by TRUSTEES OF TUFTS COLLEGE a/k/a TUFTS UNIVERSITY (“Tufts”) pursuant to an Exclusive License Agreement dated [***] (the “Tufts License”). POINT wishes to obtain and BACH wishes to grant an exclusive sublicense under the Tufts License to develop and market products based thereon. In consideration of these premises and the mutual promises contained herein and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Parties agree to the terms and conditions set forth in this Agreement. SECTION 2 DEFINITIONS Unless this Agreement expressly provides otherwise, the following terms, whether used in the singular or plural, will have the meanings set forth below: 2.1 “Affiliate” means any person, corporation, company, partnership, joint venture, firm or other entity which controls is controlled by or is under common control with a Party. For purposes of this Section 2.1, “control” will mean (a) in the case of corporate entities, direct or indirect ownership of at least fifty percent (50%) (or such lesser percentage that is the maximum allowed to be owned by a foreign corporation in a particular jurisdiction) of the stock or shares entitled to vote for the election of directors, or even if having less than 50% direct or indirect ownership the Party nevertheless controls the Board of Directors, and (b) in the case of non- corporate entities, direct or indirect ownership of at least fifty percent (50%) of the equity interest or the power to direct the management and policies of such non-corporate entities. 2.2 “BACH Deliverables” will have the meaning provided in the Sponsored Research Plan. 2.3 “BACH Patent Rights” refers to patents and patent applications listed on Exhibit A, and any United States and foreign patents issuing thereon and any continuing applications, divisions, continuation-in-part applications (CIPs), and any foreign patent application or equivalent corresponding thereto and any Letters patent or equivalent thereof issuing thereon or reissue, reexamination, supplementary protection certificate or extension thereof.

 
2 [***] = Indicates confidential information omitted from the exhibit. 2.4 “Calendar Quarter” means each three (3) month calendar period ending March 31st, June 30th, September 30th and December 31st. 2.5 “Calendar Year” shall mean each successive period of twelve (12) months commencing on January 1 and ending on December 31. 2.6 “Challenge” means any challenge to the validity or enforceability of any Licensed Patents including, without limitation, by (a) filing a declaratory judgment action in which any Licensed Patents is alleged to be invalid or unenforceable; (b) citing prior art, filing a request for re-examination of any Licensed Patents or provoking or becoming party to an interference with an application for any Licensed Patents, all in accordance with US patent law; or (c) filing or commencing any re-examination, opposition, cancellation, nullity or similar proceedings against any Licensed Patents in any country. 2.7 “Commercialization Option” means the option granted by BACH to POINT in accordance with Section 3.1 upon which exercise POINT is granted the worldwide royalty bearing exclusive license to the Licensed Patents, Licensed Know-How and Licensed Materials for the Field. 2.8 “Commercially Reasonable Efforts” means exerting such efforts and employing such resources on a consistent basis throughout the Term as would normally be exerted or employed by an entity having similar resources to POINT with respect to products that are similar to the Licensed Products (including by having similar market potential, profit potential and strategic value, being at a similar stage of its product life), taking into account, without limitation, issues of safety and efficacy, product profile, intellectual property situation, pricing and reimbursement, the competitiveness of the relevant marketplace, the issuance of Licensed Patents, intellectual property and development positions of third parties impacting on freedom-to-operate, the applicable regulatory situation, the commercial viability of the Licensed Product and other relevant development and commercialization factors based upon then-prevailing conditions, but excluding from consideration any financial obligations of POINT to BACH under this Agreement. 2.9 “Confidential Information” means all non-public scientific, technical, financial or business information which is disclosed by one Party to the other Party. Confidential Information of a disclosing Party may include third party information. Confidential Information that is developed jointly by the Parties shall be “Confidential Information” of both of the Parties. 2.10 “Controlled” (or “Controls”) means with respect to any intellectual property or other data, information or materials, possession of the ability by a Party or its Affiliate(s) to grant, without violating the terms of any agreement with a Third Party, a license, access or other right in, to or under such intellectual property or other data, information or materials on the relevant terms provided herein. 2.11 “Collaboration Activities” means the activities to be undertaken by each of the Parties as detailed in the Sponsored Research Agreement and any Work Plan(s) as defined in the Sponsored Research Agreement; 2.12 “Collaboration Patent Rights” refers to patent and patent applications arising from inventions made by employees, consultants and contractors of the Parties or by employees of Tufts

 
3 [***] = Indicates confidential information omitted from the exhibit. and subject to Tufts License, which inventions were made in the course of performance under the terms of the Agreement; and will include any United States and foreign patents issuing thereon and any continuing applications, divisions, continuation-in-part applications (CIPs), and any foreign patent application or equivalent corresponding thereto and any Letters patent or equivalent thereof issuing thereon or reissue, reexamination, supplementary protection certificate or extension thereof. Ownership of Collaboration Patent Rights shall follow inventorship. 2.13 “Exclusive” means that, subject to Sections 3.5, 3.7 and 3.8, BACH will not grant licenses to any third party under the Licensed Patents in the Field and in the Territory. 2.14 “FAP-Targeted Radiopharmaceutical” means a Radiopharmaceutical (defined below) including a FAP inhibitory moiety which binds to and forms an active site conjugate with Fibroblast Activation Protein (“FAP”). 2.15 “Field” means all uses of FAP-Targeted Radiopharmaceuticals, including therapeutic, prophylactic, diagnostics and prognostics uses. 2.16 “FTE” means, with respect to a person, the equivalent of the work of one (1) employee full time for one year (consisting of at least 1,800 working hours per year, with no further reductions for vacations and holidays). Overtime, and work on weekends, holidays and the like will not be counted with any multiplier (e.g., time-and-a-half or double time) toward the number of hours that are used to calculate the FTE contribution. 2.17 “FTE Costs” for a given period means the FTE Rate multiplied by the total FTEs (proportionately, on a per-FTE basis) directly engaged, in the particular period, in the performance of activities pursuant to the Sponsored Research Agreement; 2.18 “FTE Rate” shall have the meaning given in the Sponsored Research Agreement. 2.19 “Infringement” has the meaning set forth in Section 7.1. 2.20 “Infringement Notice” has the meaning set forth in Section 7.1. 2.21 “Licensed Know-How” means any Confidential Information, data, process, method, protocol, investigational new drug application, publication, and/or manuscript for publication, Controlled by BACH, relating to an invention disclosed, taught or claimed in the patents or patent applications that fall within the Licensed Patents or useful in the research, development and commercialization of a Licensed Product or Licensed Process. 2.22 “Licensed Materials” means proprietary materials (such as drug agents, reagents, cell lines) Controlled by BACH, that relate to the Licensed Patents, Licensed Know-How and/or research, development and commercialization of Licensed Products or Licensed Processes and which BACH transfers to POINT, its Affiliates or Sublicensees for the purposes of research, development and commercialization of Licensed Products or Licensed Processes. 2.23 “Licensed Patents” means the BACH Patent Rights and the Collaboration Patent Rights.

 
4 [***] = Indicates confidential information omitted from the exhibit. 2.24 “Licensed Process” means any process and/or method covered by a Valid Claim of a Licensed Patent. 2.25 “Licensed Product” means a product (such as a composition) covered by a Valid Claim of a Licensed Patent. 2.26 “Major Market” means [***]. 2.27 “Net Sales” means the gross amounts actually received by POINT or its Affiliates for sales of the Licensed Product or Licensed Process less the following items to the extent that they are paid or actually allowed and/or are shown on the relevant invoice: quantity, trade or cash discounts actually granted for Licensed Product or Licensed Process; amounts repaid or credited and allowances including cash, credit or free goods allowances, given by reason of chargebacks, retroactive price reductions or billing errors and rebates (including government-mandated rebates) for Licensed Product or Licensed Process; amounts refunded or credited for Licensed Product or Licensed Process which was rejected, spoiled, damaged, outdated or returned; freight, shipment and insurance costs incurred transporting the Licensed Product or providing the Licensed Process to a third party purchaser; and taxes, tariffs, customs duties and surcharges and other governmental charges incurred in connection with the sale, exportation or importation of Licensed Product or Licensed Process. If Licensed Product or Licensed Process is in the form of a combination product including a radioisotope and is sold together for a single price, then POINT or its Affiliates may also deduct from Net Sales the actual out-of- pocket expense incurred in obtaining the radioisotope and incorporating the radioisotope into the Licensed Product (pro rata by the number of units in which the radioisotope is incorporated and sold). In the absence of separate reimbursement for infusion services, then POINT or its Affiliates may also deduct from Net Sales the actual out-of-pocket expense incurred in obtaining infusion services to administer the License Product or carry out the Licensed Process in the clinic. 2.28 “Option Exercise Fee” has the meaning given in Section 5.2. 2.29 “Option Period” means the later date to occur of (a) [***] months after completion of the BACH Deliverables under the Sponsored Research Plan (defined below) or (b) [***] months from Effective Date.

 
5 [***] = Indicates confidential information omitted from the exhibit. 2.30 “Patent Expenses” means all costs and expenses (including legal and other professional fees, Goods and Services Tax, other applicable taxes, and stamp duties) in relation to the preparation, filing, prosecution and maintenance of the Licensed Patents. 2.31 “Sublicense Income” means any and all payments received from a Sublicensee by POINT and its Affiliates, in consideration of the grant of a Sublicense, including but not limited to upfront and milestone payments, license maintenance fees, royalty payments and the fair market value of any non-cash consideration, but excluding (a) Research Support Payments (as defined below); (b) reimbursements for customary patent expenses with respect to Licensed Patents; and (c) payments made by a Sublicensee in consideration for the issuance of equity or debt securities of POINT that do not exceed the Fair Market Value of such equity. 2.32 “Party” means POINT or BACH; “Parties” means POINT and BACH. 2.33 “Phase II Clinical Trial” means a clinical trial generally consistent with 21 CFR §312.21(b), or its foreign equivalent, that is required for receipt of regulatory approval of a Licensed Product or Licensed Process and which is conducted to evaluate the effectiveness and the appropriate dose range of a Licensed Product or Licensed Process for a particular indication or indications in patients with the disease or condition under study and to determine the common short-term side effects and risks. 2.34 “Phase III Clinical Trial” means a pivotal human clinical trial in any country the results of which could be used to establish safety and effectiveness of a Licensed Product or Licensed Process as a basis for a NDA (or a BLA, as applicable) or that would otherwise satisfy requirements of 21 CFR 312.21(c), or its foreign equivalent. 2.35 “Radiopharmaceutical” means a pharmaceutical agent containing radioactive isotopes for use in human or veterinary subjects. 2.36 “Research Support Payments” mean payments made to POINT by a Sublicensee to fund, at cost, the expenses of bona fide research and development activities with respect to Licensed Products or Licensed Processes and only to the extent such costs are incurred after the effective date of such Sublicense pursuant to a written research and development plan and budget both as mutually agreed between POINT and such Sublicensee. 2.37 “Results” means all protocols, data, information and/or materials obtained, identified, developed, generated, created, conceived and/or reduced to practice by or on behalf of either or both Parties in the course of performance of activities under this Agreement. 2.38 “Right of First Negotiation” has the meaning given in Section 3.10. 2.39 “ROFN Maintenance Payment” has the meaning given Section 3.10(b). 2.40 “Royalty Term” means the later of the expiration of the last to expire Valid Claim covering a Licensed Product or ten (10) years after the first commercial sale of the Licensed Product.

 
6 [***] = Indicates confidential information omitted from the exhibit. 2.41 “Sponsored Research Agreement” refers to the agreement attached hereto as Exhibit C, along with any additional written research and development plans, expected FTE hours with projected FTE Costs, cost of materials and reagents and other such budget items as both Parties may mutually agree in writing that BACH shall conduct. 2.42 “SRA Payment” shall mean a payment made by POINT to BACH to fund research and development activities at BACH and/or at TUFTS in accordance with a Sponsored Research Agreement. 2.43 “Sublicense” means: (a) any right granted, license given or agreement entered into by POINT or a POINT Affiliate to or with any other person or entity, under or with respect to or permitting any use of any of the Licensed Patents, or otherwise granting rights to such person or entity under the rights granted to POINT under Section 3.1 of this Agreement; (b) any option or other right granted by POINT or a POINT Affiliate to any other person or entity to negotiate for or receive any of the rights described under clause (a); or (c) any nonsuit obligation undertaken by POINT or a POINT Affiliate toward any other person or entity with respect to the Licensed Patents. 2.44 “Sublicensee” means a third party that is not an Affiliate of POINT and to which POINT or a POINT Affiliate has granted a Sublicense pursuant to Section 3.6. Without limiting the generality of the foregoing, a Sublicensee will be deemed to include any third party that is granted a Sublicense hereunder by POINT or a POINT Affiliate pursuant to the terms of the outcome or settlement of any infringement or threatened infringement action. For avoidance of doubt, an Affiliate who has been granted a Sublicense and subsequently no longer qualifies as an Affiliate hereunder shall thereupon be a Sublicensee for purposes of this Agreement. 2.45 “Territory” means worldwide. 2.46 “True Up Event” refers to a credit or payment adjustment made to a currently due SRA Payment in the event the actual costs incurred by BACH in carrying out its activities under the Sponsored Research Agreement for a previously paid SRA Payment were more or less than the SRA Payment made for the quarter in which the activities were carried out. 2.47 “Valid Claim” means (a) for the first [***] years from the Effective Date, any claim in a pending patent application included within Licensed Patents, or (b) any claim in any issued patent included within Licensed Patents, which, in either case, has not been withdrawn, cancelled or disclaimed, nor held invalid or unenforceable by a court of competent jurisdiction in an unappealed or unappealable decision. SECTION 3 OPTION EXERCISE AND LICENSE GRANTS 3.1 Exclusive Commercialization Option: During the Option Period, POINT shall have the exclusive right to evaluate FAP-Targeted Radiopharmaceuticals for the purpose of determining whether or not to exercise the Commercialization Option. 3.2 Maintenance of Commercialization Option: Within [***] days after the Effective Date, the Parties will finalize the initial Work Plan and the for Sponsored Research Agreement, which will then be attached as Exhibit C. In order to maintain the Commercialization Option for

 
7 [***] = Indicates confidential information omitted from the exhibit. the duration of the Option Period or until which time as POINT exercises the Commercialization Option, POINT agrees upon finalization of the initial Work Plan of the Sponsored Research Agreement to make regular quarterly SRA Payments to BACH under the Sponsored Research Agreement, which payments are no less than $[***] per quarter, to commence on the first day of the first quarter after finalization of the initial Work Plan. Failure to make the minimum required SRA Payment for a given quarter, unless the consequence of a True Up Event or by written consent from BACH and fails to cure such non-payment within [***] days from the date of written notice thereof by BACH, will result in the immediate end to the Commercialization Option and, at BACH’s election, termination of this Agreement. 3.3 Evaluation License: For the term of the Option Period, solely for the purpose of POINT’s evaluation of FAP-Targeted Radiopharmaceuticals, BACH grants POINT a exclusive, revocable, royalty free, non-assignable, non-transferrable license, with the limited right to sub- license to subcontractors only in furtherance of the permitted evaluation, to the License Patents, Licensed Know-How and Licensed Materials for the evaluation of FAP-Targeted Radiopharmaceuticals. 3.4 Option Exercise: In order to effectively exercise the Commercialization Option, POINT must within the Option Period provide BACH with written notice of exercise of the Commercialization Option along with payment of the Option Exercise Fee; the Commercialization Option being deemed exercised only upon actual receipt of both by BACH. 3.5 Commercialization License. Subject to the terms and conditions of this Agreement, upon timely and effective exercise of the Commercialization Option, BACH grants to POINT and its Affiliates an exclusive, royalty bearing license (or sublicense under the Tufts License as the case may be) in the Licensed Patents, Licensed Know-How and Licensed Materials to research, develop, use, make, have made, import or have imported, export or have exported, offer for sale or have offered for sale, and/or sell or have sold Licensed Products in the Field and in the Territory and to provide Licensed Processes in the Field and in the Territory. (a) The foregoing Commercialization License includes the right to grant additional Sublicenses through multiple tiers subject to the terms set forth in Section 3.6 below. (b) If the Commercialization License granted in this Section 3.5 is to be exercised by Affiliates of POINT, then POINT shall provide written notice thereof to BACH accompanied by a written statement executed by an authorized representative of each such Affiliate indicating its agreement to be bound by the terms and conditions of this Agreement; provided, however, that any act or omission taken or made by an Affiliate of POINT under this Agreement will be deemed an act or omission by POINT under this Agreement. 3.6 Sublicenses. POINT and its Affiliates and Sublicensees may grant further Sublicenses hereunder; provided, that: (a) all Sublicenses are subject to and consistent with the terms and conditions of this Agreement; (b) no Sublicense shall relieve POINT of any of its obligations hereunder, and POINT shall be responsible for the acts or omissions of its Sublicensees and for the compliance

 
8 [***] = Indicates confidential information omitted from the exhibit. by its Sublicensees with their obligations under the Sublicense, including the obligations set forth in Section 3.6(c), and POINT or an Affiliate shall take all steps necessary to enforce such compliance; and (c) POINT furnishes to BACH a true and complete copy of each executed Sublicense and each amendment thereto, within [***] days after the Sublicense or amendment has been executed. 3.7 Retained Rights. POINT acknowledges and agrees that pursuant to the Tufts License, Tufts retains the right (a) to practice and use the subject matter covered by Licensed Patents and Licensed Know-How and (b) to distribute materials related to the Licensed Patents and Licensed Know-How to other universities, academic institutions and non-profit research organizations, in either case, solely for academic non-commercial research, clinical, educational and compassionate use purposes. However, BACH will take all reasonable steps necessary to prevent the use of any retained rights by Tufts from being used to the detriment of POINT and the commercialization license and purposes of this Agreement. Furthermore, the above- notwithstanding, nothing in this Agreement grants BACH nor Tufts a license to POINT’s intellectual property rights, including its own patents, to distribute materials even to other universities, academic institutions and non-profit research organizations. 3.8 Government Rights. In accordance with Public Laws 96-517, 97-256 and 98-620, codified at 35 U.S.C. §§ 200-212, and 37 CFR Part 401, (a) the United States government retains certain rights to inventions arising from federally supported research or development; (b) the United States government may impose requirements on such inventions; and (c) products embodying inventions subject to these laws and regulations sold in the United States must be substantially manufactured in the United States, in each case (clauses (a) – (b)) subject to waivers or exceptions as provided in such statutes. In connection therewith, POINT (a) acknowledges that the rights granted to Licensed Patents in this Agreement are expressly made subject to such laws and regulations as they may be amended from time to time and (b) agrees to abide by all such laws and regulations to the extent applicable. 3.9 Marking. POINT will mark, and will cause its Affiliates and Sublicensees to mark, all Licensed Products (or their packaging, containers or labels) with the word “patent” and the issued patent number or “patent pending” or “patent applied for,” as the case may be, as required to enable the Licensed Patents to be enforced to their full extent in any country where the Licensed Products are made, used or sold. 3.10 Right of First Negotiation. During the Term of this Agreement, subject to the terms and conditions below, BACH grants to POINT a Right of First Negotiation (“ROFN”) to [***] owned or controlled by BACH. Accordingly, before entering into any transaction pertaining to a [***] (a “[***] Transaction”) with any third party, BACH shall first notify POINT in writing of the [***] Transaction, which notice shall include sufficient written detail of the proposed [***] as available to BACH and reasonably necessary for POINT to make a determination of whether to exercise the ROFN. POINT shall have [***] days from the receipt of such notice to provide BACH with written notice that it desires to enter into good faith negotiations with BACH regarding the [***] Transaction. If POINT does not provide written notice that it is exercising its ROFN within such [***] day period, then BACH shall have no further obligation with respect to the ROFN and

 
9 [***] = Indicates confidential information omitted from the exhibit. shall be free to negotiate and enter into a [***] Transaction with any third party provided that such [***] Transaction does not undermine or alter the terms and conditions of this Agreement or any option exercised hereunder. If POINT properly exercises the ROFN as described above, then the Parties shall negotiate exclusively, reasonably and in good faith concerning the terms of a [***] Transaction for a period of [***] days. If the Parties using Commercially Reasonable Efforts do not execute and deliver an agreement with respect to the [***] Transaction within such [***] day period, then BACH shall be free to negotiate and enter into any transaction for the [***] Transaction with any third party; provided that if such third party transaction is, when taken as a whole, materially and substantially less favorable to BACH than the terms last offered to BACH by POINT, then BACH will provide written notice describing and offering POINT such transaction for the [***] for a period of [***] days (after POINT’s receipt of such notice) before entering such transaction with a third party. If POINT elects to pursue such [***] Transaction, it shall deliver written notice to BACH within such [***]-day period, and the Parties will proceed to negotiate and finalize definitive agreements. SECTION 4 DILIGENCE 4.1 Requirements. As an inducement to BACH to enter into this Agreement, POINT agrees to use, and agrees to cause its Affiliates or Sublicensees to undertake to use Commercially Reasonable Efforts to proceed with the development, manufacture, and sale of Licensed Products in the Field and the Territory. 4.2 Reports. No later than [***] days after each anniversary of the Effective Date, POINT will provide to BACH a written annual progress report in the form attached as Exhibit B regarding the progress of POINT on research and development, regulatory approval, manufacturing, sublicensing, marketing and sale of Licensed Products during the preceding twelve (12) month period and plans for the forthcoming year. Each annual progress report will contain a sufficient level of detail for BACH to assess whether POINT is in compliance with its obligations under Section 4.1. Any such reports will be treated as Confidential Information of POINT. SECTION 5 FEES, MILESTONES, ROYALTIES AND REPORTS 5.1 Agreement Execution Fee. In partial consideration for the exclusive Commercialization Option granted by BACH to POINT, within [***] days from the Effective Date, POINT shall pay BACH an upfront fee of six hundred thousand dollars ($600,000), which shall be credited toward the Option Exercise Fee in the event POINT elects to exercise the Commercialization Option. 5.2 Option Exercise Fee. In partial consideration for the exclusive license to be granted to POINT upon its exercise of the Commercialization Option, the Option Exercise Fee to be paid to BACH is Five Million dollars ($5,000,000), less (i) the amount of the Agreement Execution Fee, and (ii) the amounts of any Sponsored Research Payments made up to the date of POINT’s exercise of the Commercialization Option.

 
10 [***] = Indicates confidential information omitted from the exhibit. 5.3 Sublicense Income. In the event that, pursuant to Section 3.6 of this Agreement, POINT or an Affiliate grants a Sublicense, POINT agrees to pay BACH a percentage of any and all Sublicense Income received by POINT or an Affiliate from any and all Sublicensees or licenses. Such payments shall be made within [***] days after the end of each Calendar Quarter during the Term during which POINT or an Affiliate receives any Sublicense Income. The amount payable shall be equal to a percentage of the Sublicense Income received during the relevant Calendar Quarter as follows: Royalty-Related Sublicense Income from Sublicenses entered into prior to [***] [***]% shall be payable to BACH Royalty-Related Sublicense Income from Sublicenses entered into after [***] but before [***] [***]% shall be payable to BACH Royalty-Related Sublicense Income from Sublicenses entered into after [***] [***]% shall be payable to BACH 5.4 Milestone Payments. Upon achievement of each milestone event set forth below by POINT or an Affiliate, POINT will make the payments set forth below to BACH within [***] days of the occurrence of each such event: Milestone Event Payment [***] US$[***] ([***] US Dollars) [***] US$[***] ([***] US Dollars) [***] US$[***] ([***] US Dollars) First Year Global Sales of Licensed Product(s) exceed US$[***] US$[***] ([***] US Dollars) First Year Global Sales of Licensed Product(s) exceed US$[***] US$[***] ([***] US Dollars) First Year Global Sales of Licensed Product(s) exceed US$[***] US$[***] ([***] US Dollars) 5.5 Royalties. During the Royalty Term, POINT shall pay BACH royalties of [***]% of Net Sales of each Licensed Product or Licensed Process covered by a Valid Claim, which royalty shall be reduced to [***]% of Net Sales in the absence of a Valid Claim. 5.6 Royalty Payment Offsets. Except for the cost described in 2.27 (vi) which are deducted from the Net Sales calculation as defined above, in the event that POINT or its Affiliates,

 
11 [***] = Indicates confidential information omitted from the exhibit. in order to exploit the license granted to it under this Agreement in any country, actually makes earned royalty payments on Net Sales of a Licensed Product or Licensed Process to one or more third parties (“Third Party Payments”) as consideration for a license to any patents which would necessarily be infringed by the manufacture, use, sale or importation of such Licensed Product or practice of such Licensed Process in or into such country, then POINT shall have the right, on a country-by-country basis, to reduce the royalty payments otherwise due to BACH pursuant to Section 5.5 for such Licensed Product by [***] percent ([***]%) of such Third Party Payments; provided, however, that in no event will the royalties due to BACH for any Licensed Product in any country be reduced to less than [***] percent ([***]%) of the royalties otherwise payable pursuant to Section 5.5. 5.7 Reports and Payment. (a) Sublicense Income. Within [***] days of the end of each Calendar Quarter during the term of this Agreement following the execution by POINT of each Sublicense agreement, POINT will deliver to BACH (i) a written report showing the Sublicense Income received from any such Sublicensees, if any, its computation of Sublicense Income due under this Agreement and the amounts of any permissible deductions and (ii) the full amount of the Sublicense Income shown to be due under this Agreement for such Calendar Quarter. (b) Royalty Payments. POINT will report to BACH the date of the first commercial sale of each Licensed Product within [***] days of occurrence. During the term of this Agreement, commencing with the Calendar Quarter in which the First Commercial Sale of a Licensed Product or Licensed Process occurs, within [***] days after the end of each Calendar Quarter, POINT will deliver to BACH (i) a written report showing its computation of royalties due under this Agreement for such Calendar Quarter on a country-by-country and product-by-product basis, including an accounting of deductions taken from the calculation of Net Sales and (ii) payment of the royalties shown to be due under this Agreement for such Calendar Quarter. All Sublicense Income, royalty and other payments due hereunder will be payable in United States Dollars, by check or wire transfer, and will be deemed received when funds are credited to BACH’s bank account in accordance with instructions to be provided by BACH promptly following the Effective Date. Late payments will be subject to a charge of [***] percent ([***]%) per month, or the maximum rate of interest that can be charged under applicable law. Payments hereunder will be made in United States Dollars. With respect to payments based on amounts received by POINT in a currency other than United States Dollars, the sales and royalties and/or other payments payable will be expressed in their United States Dollar equivalent calculated using the applicable conversion rates for buying United States Dollars published by The Wall Street Journal on the last business day of the

 
12 [***] = Indicates confidential information omitted from the exhibit. Calendar Quarter to which the royalty report relates and the report shall further disclose the exchange rate at which a conversion was calculated. All reports provided by POINT under this Section 5.7 shall be certified by an executive officer of POINT as being, true, correct and complete to the knowledge of such officer on the date provided. 5.8 Taxes. Any tax required to be withheld under the laws of any jurisdiction on royalties or other amounts payable to BACH by POINT under this Agreement will be promptly paid by POINT (out of the amounts payable to BACH) for and on behalf of BACH to the appropriate governmental authority, and POINT will furnish BACH with sufficient proof of payment of the tax together with official or other appropriate evidence issued by the competent governmental authority. POINT and BACH will use reasonable and legal efforts to reduce taxes on payments to be made to BACH and will cooperate with one another in claiming exemption from non-U.S. withholding and deductions under any agreement or treaty that may be in effect. 5.9 Records. POINT will keep, and will require all Affiliates and Sublicensees to keep, true and accurate books of accounts and other records containing all information and data which may be necessary to ascertain and verify the amounts due under this Agreement and any permitted deductions thereto and such records will be maintained for no less than [***] years after the year in which the related payment is due under this Agreement. During the term of this Agreement and for a period of [***] years following its termination or expiration, BACH will have the right from time to time (not to exceed once during each calendar year) to have an independent certified public accountant inspect such books and records of POINT, its Affiliate and Sublicensees. Any such independent certified accountant will be reasonably acceptable to POINT, will execute a standard form of confidentiality agreement with POINT, and will only be permitted to share with BACH (as applicable) its findings with respect to the accuracy of the royalties and Sublicense Income (including any deductions thereto) reported as payable under this Agreement. Such examination will be solely limited to the revenue and will be at the expense of BACH (as applicable), except that if such examination shows an underreporting or underpayment in excess of [***] percent ([***]%) for any [***] consecutive Calendar Quarters, POINT will pay the cost of such examination as well as any additional sum that would have been payable to BACH (as applicable) had POINT, its Affiliate or Sublicensee reported correctly, plus interest on said sum at the rate of [***] percent ([***]%) per month, or the maximum rate of interest that can be charged under applicable law, starting with the month on which such payment should have been made. SECTION 6 PATENT FILINGS AND MAINTENANCE 6.1 Patent Prosecution Fees. From the Effective Date, POINT shall be responsible for all Patent Expenses. To the extent BACH incurs any Patent Expenses, including Patent Expenses billed to BACH under the Tufts License, POINT will reimburse within [***] days of the receipt of an invoice for such Patent Expenses incurred by BACH during the term of this Agreement. BACH shall seek prior approval from POINT prior to incurring Patent Expenses. All Patent Expenses paid by POINT shall be creditable towards future Royalty or Sublicense Income payments otherwise due to BACH.

 
13 [***] = Indicates confidential information omitted from the exhibit. 6.2 Patent Filings. As between Tufts and BACH and pertaining to Tufts’ interest in Licensed Patents, under the terms of the Tufts License Tufts is responsible, in consultation with BACH, for the preparation, filing, prosecution, and maintenance of those patent applications and patents of the Licensed Patents for which Tufts is an owner. BACH shall diligently and in a timely manner seek input from POINT on prosecution decisions and facilitate conveying POINT’s recommendations to Tufts concerning the Licensed Patents. For the avoidance of doubt, for Patent Rights in which POINT is a co-owner, POINT shall be responsible for its own prosecution and maintenance decisions and interactions with Tufts related thereto. Tufts will not, without prior written notice to BACH, abandon any patent application or patent within the Licensed Patents. In the event Tufts, in its sole discretion, determines not to prepare, file, prosecute or maintain any patent application or patent within the Licensed Patents in any country in the Territory, BACH will promptly notify POINT thereof, and, if so requested by POINT, POINT will have the right, at its own expense, to prepare, file, prosecute and maintain any such patent application or patent in such country in the name of Tufts, subject to Section 6.3 below. If POINT fails to assume control of preparation, filing, prosecution and maintenance of such patent application or patent in the Licensed Patents or, if POINT otherwise elects to surrender any patent application or patent in the Licensed Patents in any country in the Territory upon [***] days prior written notice to BACH, each of Tufts and BACH shall be relieved of its obligations regarding such surrendered patent application or patent under Section 6.3 below and POINT shall be relieved of the obligation to reimburse BACH for future patent expenses with respect to such surrendered patent application or patent; provided, that, POINT shall continue to have the obligation to reimburse BACH for patent expenses incurred in connection with that patent application or patent prior to the expiration of the [***] day notice. For purposes of clarity, in the event POINT elects to surrender or abandon any patent application or patent in the Licensed Patents, such application or patent will be excluded from the definition of the Licensed Patents. 6.3 Patent Cooperation. Each Party will provide the other Party with copies of all substantive communications from all patent offices regarding the Licensed Patents, the filing or maintenance of which such Party is responsible pursuant to Section 6.2 above, promptly after the receipt thereof. Each Party will provide the other Party with copies of all proposed substantive communications to such patent offices regarding the Licensed Patents, the filing or maintenance of which such Party is responsible pursuant to Section 6.2 above, in sufficient time before the due date in order to enable the other Party an opportunity to comment on the content thereof. BACH shall provide POINT with copies of all third party invoices relating to patent filings and give POINT at least [***] days in which to provide a notification to BACH of any disputed fees or charges (including the basis for the dispute) prior to BACH paying the invoice; BACH will use reasonable efforts to work with third parties to address any disputed fees or charges as requested in the notification from POINT. SECTION 7 INFRINGEMENT 7.1 Notice. During the Term of this Agreement, each Party will promptly, and in any event no later than [***] days, report in writing to the other Party any actual or threatened infringement of the Licensed Patents of which it becomes aware (each, an “Infringement”), and will provide the other Party with all available evidence supporting such actual or threatened

 
14 [***] = Indicates confidential information omitted from the exhibit. Infringement (“Infringement Notice”). The Parties will reasonably cooperate with each other to terminate or settle any such Infringement without litigation. 7.2 Suit Initiation. (a) As between the Parties, POINT will have the first right to commence an action against any Infringement in respect of a Licensed Product anywhere in the world at its own expense, provided POINT gives BACH and Tufts sufficient advance notice of its intent to take such action and the reasons therefore. BACH and Tufts will cooperate with POINT in bringing and pursuing such Infringement action as reasonably requested. POINT will keep BACH and Tufts promptly informed, will regularly consult with BACH and Tufts regarding the status of any such Infringement action and will provide BACH and Tufts with copies of all documents filed in such Infringement action. Each of BACH and Tufts may, at its option and expense, join POINT in such Infringement action. (b) If within [***] days from the date of the Infringement Notice, the alleged Infringement is not terminated or settled and POINT has failed to bring any action against the alleged or actual infringer, then either BACH or Tufts will have the right to bring an action against the alleged or actual infringer at its own expense. POINT will cooperate with BACH or Tufts, as applicable, in bringing and pursuing such Infringement action as reasonably requested by BACH or Tufts, as applicable, and at the expense of BACH or Tufts, as applicable. BACH or Tufts, as applicable, will keep POINT promptly informed, will from time to time consult with POINT regarding the status of any such Infringement action and will provide POINT with copies of all documents filed in, and all written communications relating to, such Infringement action. 7.3 Litigation by POINT. POINT will have the sole and exclusive right to select counsel for any Infringement action referred to in Section 7.2(a) of this Agreement and will, except as provided herein, pay all expenses of the action, including without limitation attorneys’ fees and court costs. If reasonably necessary, BACH or Tufts will join as a party to each Infringement action but will be under no obligation to participate except to the extent that such participation is required as the result of being a named party to the Infringement action. At POINT’s request, BACH and Tufts will offer reasonable assistance to POINT in connection therewith at no charge to POINT except for reimbursement of reasonable out-of-pocket expenses incurred in rendering such assistance excluding legal fees. Each of BACH and Tufts will have the right to participate in any such suit and be represented by its own counsel at its own expense. POINT will not settle any such Infringement action without obtaining the prior written consent of BACH and Tufts, which consent will not be unreasonably withheld. 7.4 Litigation by BACH. As between the Parties, BACH will have the sole and exclusive right to select counsel for any Infringement action referred to in Section 7.2(b) of this Agreement and will, except as provided herein, pay all expenses of the Infringement action, including without limitation attorneys’ fees and court costs. If reasonably necessary, POINT will join as a party to the Infringement action but will be under no obligation to participate except to the extent that such participation is required under this Agreement or as a result of being a named party to the Infringement action. At BACH’s or Tufts’ request, as applicable, POINT will offer reasonable assistance to BACH or Tufts, as applicable, in connection therewith at no charge to BACH or Tufts, as applicable, except for reimbursement of reasonable out-of-pocket expenses

 
15 [***] = Indicates confidential information omitted from the exhibit. incurred in rendering such assistance excluding legal fees. POINT will have the right to participate in any such suit and be represented by its own counsel at its own expense. Neither BACH nor Tufts will settle any such Infringement action without obtaining the prior written consent of POINT, which consent will not be unreasonably withheld. With respect to the settlement of any Infringement action prosecuted by BACH or Tufts, POINT will, at the request of BACH or Tufts, negotiate in good faith a Sublicense with the allegedly infringing party and will pay over to BACH or Tufts, as applicable, any and all payments (whether or not designated as “royalties”) made by the alleged infringer to POINT until such time as the amount of the unreimbursed litigation expenses of BACH or Tufts, as applicable, including but not limited to reasonable attorneys’ fees have been completely reimbursed; and thereafter will allocate all such payments in accordance with Section 7.5 of this Agreement. 7.5 Recoveries and Reimbursement. Recoveries or reimbursements from Infringement actions commenced by POINT pursuant to Sections 7.2(a) will be distributed as follows: (a) POINT, BACH and Tufts will be reimbursed for their respective litigation expenses, including but not limited to reasonable attorneys’ fees; (b) any recoveries based on POINT’s lost sales shall be treated as Sublicense Income and BACH shall be entitled to receive the payment due hereunder, with POINT entitled to receive the balance of such recoveries that are based on POINT’s lost sales; and (c) any remaining recoveries or reimbursements will be divided equally between BACH and POINT. POINT and BACH agree to negotiate in good faith an appropriate compensation to BACH for any non-cash settlement or non-cash cross-license unless reasonably required by POINT, its Affiliates and/or Sublicensees to develop and commercial a Licensed Product. 7.6 Claimed Infringement. In the event that a third party at any time provides written notice of a claim to, or brings an action, suit or proceeding against, BACH, Tufts or POINT or any of POINT’s Affiliates or Sublicensees, claiming infringement of its patent rights, based upon an assertion or claim arising out of the manufacture, use or sale of Licensed Products or Licenses Processes, the allegedly infringing Party will promptly, and in any event no later than [***] days, notify the other Party of the claim or the commencement of such action, suit or proceeding, enclosing a copy of the claim and all papers served. Each Party agrees to make available to the other Party its advice and counsel regarding the technical merits of any such claim. SECTION 8 CONFIDENTIALITY 8.1 Non-Disclosure and Non-Use. Each receiving Party agrees (a) to maintain in confidence the disclosing Party’s Confidential Information and not to disclose, publish or otherwise communicate such Confidential Information; (b) use the disclosing Party’s Confidential Information, including all those rights granted to POINT by BACH for Licensed Know-How in Section 3.3 above, solely for the purposes set forth in this Agreement and (c) to disclose the disclosing Party’s Confidential Information only on a need to know basis to its Affiliates and Sublicensees or potential Sublicensees, as the case may be, and to their respective employees and consultants, in each case, who are under written obligations of confidentiality to the receiving Party at least as stringent as those set forth herein. Each receiving Party agrees to use the same degree of care in protecting the disclosing Party’s Confidential Information as it uses to protect its own Confidential Information. BACH will use Commercially Reasonable Efforts to ensure that Tufts

 
16 [***] = Indicates confidential information omitted from the exhibit. holds POINT Confidential Information in confidence. The provisions of this Section 8.1 will not apply to any Confidential Information disclosed hereunder which: (a) was known or used by the receiving Party prior to its date of disclosure to the receiving Party, as demonstrated by competent evidence of the receiving Party; (b) either before or after the date of the disclosure to the receiving Party is disclosed to the receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information who does not have a duty of confidentiality to the disclosing Party with respect to such Confidential Information; or (c) either before or after the date of the disclosure to the receiving Party becomes published or generally known to the public through no fault or omission on the part of the receiving Party; or (d) is independently developed by the receiving Party without reference to the Confidential Information of the disclosing Party. If required, the receiving Party may disclose the Confidential Information of the disclosing Party to comply with applicable laws or regulations (including any securities exchange), to defend or prosecute litigation, to file for patent protection, or to file for regulatory approval to test or market Licensed Products; provided, however, that, (a) where available, the receiving Party takes reasonable and lawful actions to avoid and/or minimize the degree of such disclosure and (b) the receiving Party notifies the disclosing Party in advance in writing of any such disclosure to the extent legally possible. 8.2 Publicity. Neither Party may publicly disclose the terms of this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed; provided, however, that either Party may make such a disclosure (a) to the extent required by law or by the requirements of any nationally recognized securities exchange, quotation system or over-the-counter market on which such Party has its securities listed or traded, or (b) to any investors, prospective investors, lenders and other potential financing sources who are obligated to keep such information confidential. In the event that such disclosure is required as aforesaid, the disclosing Party shall provide the other Party with written notice beforehand and coordinate with the other Party with respect to the wording and timing of any such disclosure. SECTION 9 REPRESENTATIONS, WARRANTIES AND LIMITATIONS 9.1 BACH represents and warrants that: (a) it Controls the Licensed Patents; (b) it is a corporation organized and existing under the laws of the Commonwealth of Massachusetts and has the power and authority to enter into this Agreement; and

 
17 [***] = Indicates confidential information omitted from the exhibit. (c) it has the full and unencumbered right, power and authority to enter into this Agreement and to grant the rights granted by BACH to POINT hereunder; (d) it has not received any written notice or claim and is not otherwise aware that the Licensed Know-How and Licensed Materials infringe or misappropriate the proprietary rights of any third party; (e) it has not received any written notice or claim and is not otherwise aware that the Licensed Patents are invalid or unenforceable; (f) it has taken all necessary action to authorize the execution and delivery of this Agreement by its representatives who carried out such execution and delivery, and to authorize the performance of its obligations hereunder; (g) none of the rights granted to POINT hereunder are in conflict with the terms and conditions of the Tufts License; and (h) Exhibit A lists all of the patents and patent applications owned or Controlled by BACH that are necessary to POINT’s evaluation, development and commercialization of FAP- Targeted Radiopharmaceuticals as contemplated by this Agreement. 9.2 Other than as set forth in Section 9.1 above, BACH MAKES NO REPRESENTATIONS AND EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED OR EXPRESS WARRANTIES AND MAKES NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE INTELLECTUAL PROPERTY SUPPLIED BY BACH. 9.3 POINT represents and warrants that: (a) it is a corporation organized and existing under the laws of Delaware and has the power and authority to enter into this Agreement; and (b) it has taken all necessary action to authorize its execution and delivery of this Agreement by its representatives who carried out such execution and delivery, and to authorize the performance of its obligations hereunder. 9.4 Limitation of Liability. Neither Party will be liable to the other party UNDER ANY LEGAL THEORY (WHETHER TORT, CONTRACT OR OTHERWISE) for special, incidental, consequential or punitive damages arising out of OR RELATED TO this Agreement or the exercise of its rights hereunder, including lost profits arising from or relating to any breach of this Agreement, regardless of any notice of such damages, except as a result of a material breach of the confidentiality and non-use obligations in Section 10. Nothing in this Section 9.4 is intended to limit or restrict the indemnification rights of BACH or indemnification obligations of POINT. Notwithstanding the foregoing, BACH’s liability to POINT under this Agreement for any and all claims, losses, damages and expenses shall not exceed the total amounts paid by POINT to BACH under this Agreement.

 
18 [***] = Indicates confidential information omitted from the exhibit. SECTION 10 EXPIRATION AND TERMINATION 10.1 Expiration. This Agreement is effective as of the Effective Date and unless sooner terminated under this Section 10, will expire upon the cessation of commercialization of the last Licensed Product by POINT, its Affiliates and Sublicensees (the “Term”). 10.2 BACH Termination Rights. BACH may, at its election, either (a) terminate this Agreement, or (b) convert POINT’s exclusive license rights under Section 3.5 above, into non- exclusive rights, upon the occurrence of any one or more of the following events: (a) POINT does not make a payment hereunder and fails to cure such non- payment within [***] days from the date of written notice thereof by BACH; (b) POINT is in material breach of any other material provision of this Agreement and fails to remedy such material breach within [***] days after written notice thereof by BACH; (c) POINT (or an Affiliate as applicable) does not use Commercially Reasonable Efforts pursuant to Section 4.1 or cause its Sublicensee(s) to do so and fails to remedy such material breach within [***] days after written notice thereof by BACH; (d) POINT is found, on more than one examination by BACH or Tufts pursuant to Section 5.9 of this Agreement, to have underreported or underpaid any royalty due under Section 5.5 of this Agreement or Sublicense Income pursuant to Section 5.3 by more than [***] of the total amount payable in each of any [***] Calendar Quarters in the period under examination; (e) POINT ceases to carry on the business related to the subject matter covered by the Licensed Patents directly or through a Sublicensee; (f) POINT becomes insolvent, makes an assignment of a substantial portion of its assets for the benefit of creditors or upon the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings; provided, however, that in the event of any involuntary bankruptcy or receivership proceeding such right to terminate shall only become effective if POINT consents to the involuntary bankruptcy or receivership or such proceeding is not dismissed within [***] days after the filing of such bankruptcy or receivership, effective immediately upon BACH giving written notice to POINT; (g) POINT or any of its Affiliates brings a Challenge against BACH or Tufts, or assists others in bringing a Challenge against BACH or Tufts (except as required under a court order or subpoena), effective immediately upon BACH or Tufts giving written notice to POINT; or (h) To the extent permitted by law, POINT fails to terminate a Sublicense within [***] days after written demand from BACH or Tufts to do so in the case where a Sublicensee brings a Challenge against BACH or Tufts (except as required under a court order or subpoena), effective immediately upon expiration of such time period.

 
19 [***] = Indicates confidential information omitted from the exhibit. 10.3 POINT’s Termination Rights. POINT may terminate this Agreement in its entirety, or with respect to one or more Licensed Products or Licensed Patents throughout the Territory or in one or more countries, by giving BACH ninety (90) days prior written notice and paying BACH all sums due and payable through the effective date of such termination. 10.4 Consequences of Termination. Upon termination of this Agreement for any reason: (a) the right of POINT and its Affiliates hereunder to make, use, sell or import such Licensed Product(s) or to practice such Licensed Patents in such country(ies) will cease immediately; provided, that, notwithstanding the foregoing, no such termination of this Agreement shall be construed as a termination of any valid Sublicense to any Sublicensee hereunder, and thereafter, upon POINT’s notice to BACH, each such Sublicensee shall be considered a direct licensee of BACH; provided, that, (i) such Sublicensee is then in full compliance with all terms and conditions of its Sublicense, (ii) all accrued payment obligations of POINT to BACH have been paid, and (iii) such Sublicensee agrees in writing to assume all applicable obligations of POINT under this Agreement within [***] days; (b) if POINT or its Affiliates then possess, have started the manufacture of or have accepted binding orders for Licensed Products, POINT and its Affiliates will have the right to sell their inventories, complete the manufacture of and market and sell the finished Licensed Products to the extent necessary to dispose of those inventories and fill those orders, subject at all times, to POINT’s obligation to pay BACH the royalty payments due under Sections 5.5 and to deliver the reports required under Section 5.8 of this Agreement; (c) neither Party will be discharged from any liability or obligation hereunder that arose or became due or payable before the effective date of termination; (d) each Party, and their respective Affiliates, will promptly return or destroy the Confidential Information of the other Party and will deliver a certificate signed by one of its authorized officers that it has done so; and (e) Sections 5.9, 8, 9.2, 9.4, 10.4, 11 and 12 of this Agreement will survive the termination or expiration of this Agreement. SECTION 11 INDEMNIFICATION AND INSURANCE 11.1 POINT agrees, and shall cause its Affiliates and Sublicensees to agree, to indemnify, hold harmless and defend BACH, Tufts and their respective current and former directors, governing board members, trustees, officers, faculty, medical and professional staff, employees, students, Affiliates and agents and their respective successors, heirs and assigns (collectively, the “BACH Indemnitees”), against any liability, damage, loss or expenses (including reasonable attorneys’ fees and expenses of litigation) incurred by or imposed upon the Indemnitees or any of them in connection with any third party claims, suits, actions, demands or judgments arising out of, (a) any theory of product liability (including, but not limited to, actions in the form of tort, warranty, or strict liability) or the development, manufacture, use or sale of any Licensed Products developed, manufactured, used or sold by POINT or any of its Affiliates or Sublicensees and/or the provision of Licensed Processes, (b) the negligence or willful misconduct of POINT, or

 
20 [***] = Indicates confidential information omitted from the exhibit. (c) POINT’s breach of this Agreement (collectively, “Covered Claims”). POINT will not be responsible for the indemnification or defense of the BACH Indemnitees to the extent a Covered Claim is solely caused by the gross negligence or willful misconduct of any BACH Indemnitees. BACH will notify POINT in writing within [***] days of receipt of any Covered Claim hereunder. The BACH Indemnitees will cooperate with POINT and may, at the option and expense of BACH (or Tufts, as applicable), be represented in such action or proceeding by counsel of their own choosing. POINT agrees not to settle any Covered Claim without the written consent of BACH (or Tufts, as applicable). 11.2 POINT will comply, and will cause its Affiliates and Sublicensees to comply, at all times, with all statutory workers’ compensation and employers’ liability requirements covering any and all employees and consultants of POINT or its Affiliates or Sublicensees, as the case may be, with respect to activities performed under this Agreement. In addition to the foregoing, POINT will maintain, and will cause its Affiliates and Sublicensees to maintain, through insurance (or equivalent self-insurance if approved by BACH (or Tufts, as applicable)): (a) during the term of this Agreement and at all times thereafter until the expiration of all applicable statutes of limitation pertaining to the manufacture, marketing, possession, use, sale or other disposition of any Licensed Products, commercial general liability insurance, including coverage for contractual liability assumed by POINT and coverage for POINT’s independent contractors with per occurrence limits of at least [***] Dollars ($[***]) each and a general aggregate limit of [***] Dollars ($[***]); and (b) commencing immediately prior to the earlier to occur of the following of POINT’s activities pertaining to the Licensed Products: clinical trial, regulatory clearance/approval or First Commercial Sale (as defined in the Tufts License), products/completed operations liability insurance to include clinical trials liability coverage and exclusive of the coverage provided by the commercial general liability insurance policy, with an aggregate limit of at least [***] Dollars ($[***]), both with reputable and financially secure insurance carrier(s) licensed to practice in the Commonwealth of Massachusetts (or pre-approved by BACH (or Tufts, as applicable)) to cover the activities of POINT, its Affiliates and Sublicensees hereunder, as the case may be, as well as the Indemnitees with respect to events covered by Section 11.1 above. Such insurance will include BACH and Tufts as additional insureds and will be written to cover claims incurred, discovered, manifested, or made during or after the expiration of this Agreement and should be placed with carriers with ratings of at least A VIII or better as rated by A.M. Best. Within [***] days of the Effective Date, POINT will furnish, and will cause its Affiliates and Sublicensees to furnish, to BACH and Tufts a Certificate of Insurance evidencing primary coverage and additional insured requirements. POINT shall provide BACH and Tufts [***] days prior written notice of cancellation, non-renewal or material change. All such insurance will be primary coverage and any insurance obtained by BACH or Tufts in its discretion will be deemed to be excess and noncontributory. 11.3 BACH agrees, and shall cause its Affiliates and Sublicensees to agree, to indemnify, hold harmless and defend POINT and its current and former directors, governing board members, trustees, officers, medical and professional staff, employees, Affiliates and agents and their respective successors, heirs and assigns (collectively, the “POINT Indemnitees”), against any liability, damage, loss or expenses (including reasonable attorneys’ fees and expenses of litigation) incurred by or imposed upon the Indemnitees or any of them in connection with any third party claims, suits, actions, demands or judgments arising out of, (a) the negligence or willful misconduct of BACH, (b) BACH’s breach of this Agreement, or (c) BACH’s breach of a

 
21 [***] = Indicates confidential information omitted from the exhibit. representation or warranty herein (collectively, “Indemnifiable Claims”). BACH will not be responsible for the indemnification or defense of the POINT Indemnitees to the extent an Indemnifiable Claim is solely caused by the gross negligence or willful misconduct of any POINT Indemnitees. POINT will notify BACH of any Indemnifiable Claim hereunder. The POINT Indemnitees will cooperate with BACH and may, at the option and expense of POINT, be represented in such action or proceeding by counsel of their own choosing. BACH agrees not to settle any Indemnifiable Claim without the written consent of POINT. SECTION 12 MISCELLANEOUS 12.1 Dispute Resolution. In the event of any controversy or claim arising out of or relating to any provision of this Agreement or the breach thereof, the Parties will try to settle such conflict amicably between themselves by referring the matter to their respective chief executive officers or their designees. If the matter is not resolved with [***] days and subject to the limitation stated in the final sentence of this section, any such conflict which the Parties are unable to resolve promptly will be settled through arbitration conducted in accordance with the rules of JAMS. The demand for arbitration will be filed within a reasonable time after the controversy or claim has arisen and the chief executive officers or their designees have failed to resolve the matter, and in no event after the date upon which institution of legal proceedings based on such controversy or claim would be barred by the applicable statute of limitation. Such arbitration will be held in Boston, Massachusetts. The award through arbitration will be final and binding. Either Party may enter any such award in a court having jurisdiction or may make application to such court for judicial acceptance of the award and an order of enforcement, as the case may be. Notwithstanding the foregoing, either Party may, without recourse to arbitration, assert against the other Party a third party claim or cross-claim in any non-collusive action brought by a third party, to which the subject matter of this Agreement may be relevant. 12.2 No Use of Name. Neither Party shall use the other Party’s name or insignia, nor shall POINT, its Affiliates or its Sublicensees use Tufts’ name or insignia in any public advertising, promotional or sales literature without the prior written approval of the other Party; the above notwithstanding, POINT may use both BACH or Tufts names and insignias on non-public business development and investor relations documents (or the like). 12.3 Assignment. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by either Party without the prior written consent of the other Party; provided, that, either Party may, without the consent of the other Party, assign this Agreement to a third party that acquires all or substantially all of the business to which this Agreement relates by merger, sale of assets or otherwise. 12.4 Governing Law; Jurisdiction. This Agreement will be governed by and interpreted in accordance with the laws of the Commonwealth of Massachusetts, U.S.A., without regard to conflict of laws rules or principles. Subject to Section 12.1 of this Agreement, any dispute or issue arising hereunder, including any alleged breach by any Party, will be heard, determined and resolved by an action commenced in the state or federal courts in Boston, Massachusetts, which the Parties hereby agree will have proper jurisdiction over the issues and the Parties. BACH and

 
22 [***] = Indicates confidential information omitted from the exhibit. POINT hereby agree to submit to the jurisdiction of the state or federal courts in Boston, Massachusetts and waive the right to make any objection based on jurisdiction or venue. 12.5 Waiver. The waiver by either Party of a breach or a default of any provision of this Agreement by the other Party will not be construed as a waiver of any succeeding breach of the same or any other provision, nor will any delay or omission on the part of either Party to exercise or avail itself of any right, power or privilege that it has or may have hereunder operate as a waiver of any right, power or privilege by such Party. 12.6 Notices. Any notice or other communication required or permitted under this Agreement will be properly addressed to the other Party as set forth below and will be (a) hand delivered, (b) mailed, postage prepaid, first class, certified mail, return receipt requested, (c) sent, shipping prepaid, receipt requested via a reputable courier service, or (d) dispatched by facsimile, if promptly confirmed by one of the preceding notice mechanisms. Either Party may change its address to which notices will be sent by giving notice to the other Party in accordance with the terms of this Section 12.6. For notices, communications and payment to POINT: POINT Biopharma Inc. 511 South Orange Avenue, No. 2093, Newark, New Jersey, 07103, USA And 22 St. Clair Ave. East, Suite 1201, Toronto, ON M4T 2S3, Canada Attn: Joe McCann, CEO For notices, communications and invoices to BACH: BACH Biosciences, LLC. 75 Cambridge Parkway, E609 Cambridge, MA 02142 Attn.: William Bachovchin 12.7 No Agency. Nothing herein will be deemed to constitute either Party as the agent or representative of the other Party or both Parties as joint venturers or partners for any purpose. Neither Party will be responsible for the acts or omissions of the other Party and neither Party will have authority to speak for, represent or obligate the other Party in any way without prior written authority from the other Party. 12.8 Entire Agreement. This Agreement contains the full understanding of the Parties with respect to the subject matter hereof and supersedes all prior understandings and writings relating thereto. No waiver, alteration or modification of any of the provisions hereof will be binding unless made in writing and signed by the Parties by their respective officers thereunto duly authorized.

 
23 [***] = Indicates confidential information omitted from the exhibit. 12.9 Severability. In the event that any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable because it is invalid or in conflict with any law of any relevant jurisdiction, the validity of the remaining provisions will not be affected, and the rights and obligations of the Parties will be construed and enforced as if the Agreement did not contain the particular provisions held to be unenforceable. 12.10 Successors and Assigns. This Agreement will be binding upon and inure to the benefit of the Parties hereto and their permitted successors and assigns. 12.11 Headings. This Agreement contains headings only for convenience and the headings do not constitute or form a part of this Agreement, and should not be used in the construction of this Agreement. 12.12 Counterparts. This Agreement may be executed in any number of counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. The transmission of an executed counterpart of this Agreement (but not just a signature page) by e-mail (such as in PDF or JPEG) will take effect as the delivery of an executed original counterpart of this Agreement. If that method of delivery is used, each party will provide the other party with the original of the executed counterpart as soon as possible. IN WITNESS WHEREOF, duly authorized representatives of the Parties have executed this Agreement as of the Effective Date. POINT BIOPHARMA BACH BIOSCIENCE, LLC /s/ Joe McCann /s/ William W. Bachovchin Signature Signature Joe McCann William W. Bachovchin Name Name CEO CEO Title Title April 2, 2020 April 2, 2020 Date Date

 
24 [***] = Indicates confidential information omitted from the exhibit. Exhibits Exhibit A - Patent Rights Exhibit B – Form of Annual Progress Report Exhibit C – Sponsored Research Agreement 31692196.3

 
Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] = Indicates confidential information omitted from the exhibit. FIRST AMENDMENT TO EXCLUSIVE SUBLICENSE AGREEMENT This First Amendment of the Exclusive Sublicense Agreement (hereinafter “First Amendment”) effective April 14, 2020 is between BACH BIOSCIENCES, LLC, a limited liability corporation with a principal place of business at 75 Cambridge Parkway, E609, Cambridge, MA 02142, USA (“BACH”) and POINT BIOPHARMA INC., a Delaware corporation with a principal place of business at 511 South Orange Avenue, No. 2093, Newark, New Jersey, 07103, USA (“POINT”). BACH and POINT are referred to herein each individually as a “Party” and collectively as the “Parties.” WHEREAS, BACH and POINT have entered into and executed that certain Exclusive Sublicense Agreement, effective April 2, 2020 (the “Agreement”); WHEREAS, the Parties now desire to amend the Agreement as set forth in more detail below due to the impact of COVID-19 on the Parties ability to fully perform as anticipated; WHEREAS, in light of the stay-at-home advisory, closure of nonessential businesses and ban on gatherings of more than 10 people in effect in the Commonwealth of Massachusetts through at least May 4 as well as Tufts University’s (“TUFTS”) restriction of on-campus research laboratories to only essential activities, neither BACH nor TUFTS will be able to fully perform the anticipated research activities under the Sponsored Research Agreement; and WHEREAS, the Parties have the authority to amend the Agreement and now desire to amend the Agreement as hereafter provided. NOW, THEREFORE, in reliance upon and consideration of the premises and the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties, intending to be legally bound hereby, agree as follows: 1. Capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms in the Agreement. 2. Section 3.2 of the Agreement is hereby deleted in its entirety and replaced with the following: Maintenance of Commercialization Option: Within [***] days after the Effective Date, the Parties will finalize the initial Work Plan for Sponsored Research Agreement. In order to maintain the Commercialization Option for the duration of the Option Period or until which time as POINT exercises the Commercialization Option, POINT agrees upon finalization of the initial Work Plan of the Sponsored Research Agreement to make regular quarterly SRA Payments to BACH under the Sponsored Research Agreement, which payments are no less than $[***] per quarter (“Minimum SRA Payment”), to commence on the first day the Work Plan is set to begin (which will be deemed the first day of the first quarter) after

 
2 [***] = Indicates confidential information omitted from the exhibit. finalization of the initial Work Plan. However, during such time as the Commonwealth of Massachusetts continues its stay-at-home advisory during the COVID19 pandemic, the Parties may agree to a reduced budget for the Work Plan, which if less than $[***] per quarter will be deemed to nevertheless satisfy the Minimum SRA Payment. If it is not possible for BACH to achieve the goals due to Tufts restrictions to on-campus research, the Parties agree, at the election of POINT, to put the Initial Work Plan on-hold until Tufts restrictions to on-campus research are lifted. Failure to make the minimum required SRA Payment for a given quarter, unless the consequence of a True Up Event or by written consent from BACH and fails to cure such non-payment within [***] days from the date of written notice thereof by BACH, will result in the immediate end to the Commercialization Option and, at BACH’s election, termination of this Agreement. 3. This First Amendment may be signed by the Parties in different counterparts, which together shall constitute one agreement, even though the Parties may not have signed the same counterpart. 4. Except as amended by this First Amendment, the terms and conditions of the Agreement shall remain binding and enforceable in accordance with their terms. IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be executed by their respective authorized representatives. BACH BIOSCIENCES, LLC POINT BIOPHARMA INC. By: /s/ William W. Bachovchin By: /s/ Joe McCann Name: William W. Bachovchin Name: Joe McCann Title: CEO Title: CEO Date: April 14, 2020 Date: 12-April-2020 31692073.3

 
Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] = Indicates confidential information omitted from the exhibit. SECOND AMENDMENT TO EXCLUSIVE SUBLICENSE AGREEMENT This Second Amendment to Exclusive Sublicense Agreement (this “Amendment”) dated January 05, 2021 , which shall be deemed effective December 31, 2020 (the “Effective Date”), is entered into by and between Bach Biosciences, LLC, a Delaware limited liability company with a principal place of business at 75 Cambridge Parkway, E609, Cambridge, MA 02142, USA (“Bach”) and Point Biopharma Inc., a Delaware corporation with a principal place of business at 511 South Orange Avenue, No. 2093, Newark, New Jersey, 07103, USA (“Point”, together with Bach, the “Parties”). Capitalized terms that are not defined herein have the meanings set forth in the Agreement (as defined below). WHEREAS, the Parties entered into that Exclusive Sublicense Agreement dated April 2, 2020, as amended by the First Amendment to Exclusive Sublicense Agreement effective April 14, 2020 (the “Exclusive Sublicense Agreement,” as further amended by this Amendment, the “Amended Agreement”); and WHEREAS, the Parties have agreed to amend or confirm certain clauses, which they desire to memorialize in this Amendment; NOW, THEREFORE, in reflection of these affirmations and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows: 1. Amendments. Section 5.3 (Sublicense Income Payments) is hereby amended and restated to read in its entirety as follows: “5.3 Sublicense Income Payments. In the event that, pursuant to Section 3.6 of this Agreement, POINT or an Affiliate grants a Sublicense, POINT agrees to pay BACH a percentage of any and all Sublicense Income received by POINT or an Affiliate from any and all Sublicensees or licenses. Such payments shall be made within [***] days after the end of each Calendar Quarter during the Term during which POINT or an Affiliate receives any Sublicense Income. The amount payable shall be equal to a percentage of the Sublicense Income received during the relevant Calendar Quarter as follows: Sublicense Income from Sublicenses entered into prior to the [***] [***]% shall be payable to BACH Sublicense Income from Sublicenses entered into after [***]but before [***] [***]% shall be payable to BACH Sublicense Income from Sublicenses entered into after [***] [***]% shall be payable to BACH”

 
[***] = Indicates confidential information omitted from the exhibit. 2. Except as herein specifically modified and amended herein, the Amended Agreement shall remain in full force and effect. In the event of any conflicts or discrepancies between the provisions of this Amendment and the Exclusive Sublicense Agreement, the provisions of this Amendment shall take precedence and prevail. For the convenience of the Parties, this Amendment may be executed in counterparts and by facsimile or email exchange of pdf signatures, each of which counterpart shall be deemed to be an original, and both of which taken together, shall constitute one agreement binding on the Parties. IN WITNESS WHEREOF, the Parties have caused this Amendment to be signed by their duly authorized representatives effective as of the Effective Date. Bach Bioscience, LLC Point Biopharma Inc. By: /s/William W. Bachovchin By: /s/ Joe McCann Title: President and CEO Title: CEO Date: 01/05/2021 Date: 01/05/2021 31692074.3

 
Exhibit 10.4 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] = Indicates confidential information omitted from the exhibit. THIRD AMENDMENT TO EXCLUSIVE SUBLICENSE AGREEMENT This Third Amendment to Exclusive Sublicense Agreement (this “Amendment”) dated September 24, 2021, is entered into by and between Bach Biosciences, LLC, a Delaware limited liability company with a principal place of business at 75 Cambridge Parkway, E609, Cambridge, MA 02142, USA (“BACH”) and Point Biopharma Inc., a Delaware corporation with a principal place of business at 511 South Orange Avenue, No. 2093, Newark, New Jersey, 07103, USA (“POINT”, together with BACH, the “Parties”). Capitalized terms that are not defined herein have the meanings set forth in the Agreement (as defined below). WHEREAS, the Parties entered into that Exclusive Sublicense Agreement dated April 2, 2020, as amended by the First Amendment to Exclusive Sublicense Agreement effective April 14, 2020 and the Second Amendment to Exclusive Sublicense Agreement effective December 31 2020 (herein the “Exclusive Sublicense Agreement”) as now further amended by this Third Amendment to the Exclusive Sublicense Agreement (the “Amended Agreement”); and WHEREAS, the Parties have agreed to amend, which they desire to memorialize in this Amendment; NOW, THEREFORE, in reflection of these affirmations and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows: 1. Payment Within [***] business days of the Effective Date, POINT shall pay to BACH three million two hundred and fifty thousand dollars (USD $3,250,000) as an “Amended License Fee”. 2. Amendments. Upon payment of the Amended License Fee, the following sections of the Exclusive Sublicense Agreement shall be hereby amended and restated with replacement or addition (as applicable) with the subsections below as follows: In Section 2 - Definitions 2.3 “BACH Patent Rights” refers to FAPi-Targeted Radiopharmaceutical patents and patent applications listed on Exhibit A and to the FAPi-targeted [***] and [***] Agents patents and patent applications listed on Exhibit D, and any United States and foreign patents issuing thereon and any continuing applications, divisions, continuation-in-part applications (CIPs), and any foreign patent application or equivalent corresponding thereto and any Letters patent or equivalent thereof issuing thereon or reissue, reexamination, supplementary protection certificate or extension thereof. 2.7 “Commercialization Option” means the option granted by BACH to POINT in accordance with Section 3.1 upon which exercise POINT is granted the worldwide

 
2 [***] = Indicates confidential information omitted from the exhibit. royalty bearing exclusive license to the optioned patent rights, know-how and materials for the Field. 2.15 “Field” means all uses of FAP-Targeted Radiopharmaceuticals, FAPi-targeted [***] Therapies and [***] Agents, including therapeutic, prophylactic, diagnostics and prognostics uses. 2.27 “Net Sales” means the gross amounts actually received by POINT or its Affiliates for sales of the Licensed Product or Licensed Process (or for materials to be used in a Licensed Process) less the following items to the extent that they are paid or actually allowed and/or are shown on the relevant invoice: quantity, trade or cash discounts actually granted for Licensed Product or Licensed Process; amounts repaid or credited and allowances including cash, credit or free goods allowances, given by reason of chargebacks, retroactive price reductions or billing errors and rebates (including government-mandated rebates) for Licensed Product or Licensed Process; amounts refunded or credited for Licensed Product or Licensed Process which was rejected, spoiled, damaged, outdated or returned; freight, shipment and insurance costs incurred transporting the Licensed Product or providing the Licensed Process to a third party purchaser; and taxes, tariffs, customs duties and surcharges and other governmental charges incurred in connection with the sale, exportation or importation of Licensed Product or Licensed Process. If Licensed Product or Licensed Process is in the form of a combination product including a radioisotope and is sold together for a single price, then POINT or its Affiliates may also deduct from Net Sales the actual out-of- pocket expense incurred in obtaining the radioisotope and incorporating the radioisotope into the Licensed Product (pro rata by the number of units in which the radioisotope is incorporated and sold). In the absence of separate reimbursement for infusion services, then POINT or its Affiliates may also deduct from Net Sales the actual out-of-pocket expense incurred in obtaining infusion services to administer the License Product or carry out the Licensed Process in the clinic. 2.29 “Option Period” means [***] days from receipt by POINT of an Option Notice. 2.39 “ROFN Notice” has the meaning given Section 3.10. 2.48 “FAPi-targeted [***] Therapies” or “FAPi-targeted [***]” is an FAP targeted [***].

 
3 [***] = Indicates confidential information omitted from the exhibit. 2.49 “[***] Agents” means [***] 2.50 “Option Notice” means a written notice delivered in accordance with Section 12.6 or electronically with confirmation of receipt by POINT, setting forth details of a new invention relating to FAPi Radiopharmaceuticals Inventions or FAPi-targeted [***] Inventions or [***] Agent Inventions for which BACH is triggering the Option Period during which POINT may exercise its Commercialization Option under Section 3.1. 2.51 “Licensed Patent Family” means each subset of patents and patent applications within the Bach Patent Rights which are, with the given subset, related to each other by a common priority claim. In Section 3 - Option Exercise and License Grants 3.1 Exclusive Commercialization Option: During the course of the Agreement, BACH will promptly disclose to POINT, in the form of an Option Notice, any new invention owned or exclusively controlled by BACH and directed to FAP-Targeted Radiopharmaceuticals (“FAPi Radiopharmaceuticals Inventions”) or which are directed to FAPi-targeted [***] (“FAPi-targeted [***] Inventions”) or which are directed to [***] Agents (“[***] Agent Inventions”). During the Option Period, POINT shall have the exclusive right to evaluate the new inventions for the purpose of determining whether or not to exercise the Commercialization Option. If during the Option Period POINT provides written notice to BACH, then the patent rights for the FAPi Radiopharmaceuticals Invention, [***] Invention or [***] Agent Invention to which the Option Notice applies shall be added to Exhibit A or Exhibit D accordingly (the parties agreeing to update those tables from time-to-time for clarity) and those inventions will thereafter be considered Bach Patent Rights and subject to terms and conditions of this Agreement, including the exclusive Commercial License below. 3.2 Maintenance of Commercialization Option: As partial consideration for this Amendment and the Commercialization Option POINT agrees (i) to make regular quarterly SRA Payments to BACH of no less than $[***] for FAP-targeted Radiopharmaceutical research and development until [***] ([***] quarters of SRA payments from the execution date of this Amendment), and (ii) to make regular quarterly SRA Payments to BACH of no less than $[***] for FAP-targeted [***] research and development until [***] ([***] quarters of SRA payments from the execution date of this Amendment), under the Sponsored Research Agreement (“Minimum SRA Payment”), to be paid to BACH by the first day of each calendar quarter commencing [***]. However, during such time as the Commonwealth of Massachusetts issues any stay-at-home advisory during the COVID19 pandemic, the Parties may agree to a reduced budget for the Work Plan, which if less than $[***] per quarter for each program will be

 
4 [***] = Indicates confidential information omitted from the exhibit. deemed to nevertheless satisfy the Minimum SRA Payment. If it is not possible for BACH to achieve the goals due to Tufts restrictions to on-campus research, the Parties agree, at the election of POINT, to put the Work Plan on-hold until Tufts restrictions to on-campus research are lifted. Failure to make the minimum required SRA Payment for a given quarter, unless the consequence of a True Up Event or by written consent from BACH and fails to cure such non-payment within [***] days from the date of written notice thereof by BACH, will result in the immediate end to any and all future obligations under the Commercialization Option. 3.3 Evaluation License: For the term of the Option Period, solely for the purpose of POINT’s evaluation of FAPi Radiopharmaceuticals Inventions, [***] Inventions and [***] Agent Inventions disclosed in an Option Notice, BACH grants POINT an exclusive, revocable, royalty free, non-assignable, non-transferrable license, with the limited right to sub-license to subcontractors only in furtherance of the permitted evaluation, to any related patent rights, know-how or materials for the evaluation purpose. 3.5 Commercialization License. Subject to the terms and conditions of this Agreement BACH grants to POINT and its Affiliates an exclusive, royalty bearing license (or sublicense under the Tufts License as the case may be) in the Licensed Patents, Licensed Know-How and Licensed Materials to research, develop, use, make, have made, import or have imported, export or have exported, offer for sale or have offered for sale, and/or sell or have sold Licensed Products in the Field and in the Territory and to provide Licensed Processes in the Field and in the Territory. (a) The foregoing Commercialization License includes the right to grant additional Sublicenses through multiple tiers subject to the terms set forth in Section 3.6 below. (b) If the Commercialization License granted in this Section 3.5 is to be exercised by Affiliates of POINT, then POINT shall provide written notice thereof to BACH accompanied by a written statement executed by an authorized representative of each such Affiliate indicating its agreement to be bound by the terms and conditions of this Agreement; provided, however, that any act or omission taken or made by an Affiliate of POINT under this Agreement will be deemed an act or omission by POINT under this Agreement. 3.10 Right of First Negotiation. During the Term of this Agreement, subject to the terms and conditions below, BACH grants to POINT a Right of First Negotiation (“ROFN”) to [***] (which are not FAPi Radiopharmaceuticals Inventions, FAPi- targeted [***] Inventions or [***] Agent Inventions subject to Exclusive Commercialization Option above) owned or controlled by BACH. Accordingly, before entering into any transaction pertaining to a [***] (a “[***] Transaction”) with any third party, BACH shall first notify POINT in writing (“ROFN Notice”) of the potential [***] Transaction, which notice shall include sufficient written detail of the proposed [***] as available to BACH and reasonably necessary for

 
5 [***] = Indicates confidential information omitted from the exhibit. POINT to make a determination of whether to exercise the ROFN. POINT shall have [***] days from the receipt of such notice to provide BACH with written notice that it desires to enter into good faith negotiations with BACH regarding the [***] Transaction. If POINT does not provide written notice that it is exercising its ROFN within such [***] day period, then BACH shall have no further obligation with respect to the ROFN and shall be free to negotiate and enter into a [***] Transaction with any third party provided that such [***] Transaction does not undermine or alter the terms and conditions of this Agreement, or any option exercised hereunder. If POINT properly exercises the ROFN as described above, then the Parties shall negotiate exclusively, reasonably and in good faith concerning the terms of a [***] Transaction for a period of [***] days. If the Parties using Commercially Reasonable Efforts do not execute and deliver an agreement with respect to the [***] Transaction within such [***] day period, then BACH shall be free to negotiate and enter into any transaction for the [***] Transaction with any third party; provided that if such third party transaction is, when taken as a whole, materially and substantially less favorable to BACH than the terms last offered to BACH by POINT, then BACH will provide written notice describing and offering POINT such transaction for the [***] for a period of [***] days (after POINT’s receipt of such notice) before entering such transaction with a third party. If POINT elects to pursue such [***] Transaction, it shall deliver written notice to BACH within such [***]-day period, and the Parties will proceed to negotiate and finalize definitive agreements. 3.11 Future Inventions. For any invention involving a FAPi Radiopharmaceuticals Invention, FAPi-targeted [***] Invention or [***] Agent Invention made solely or jointly by [***] after the Effective Date of the Amendment, in the instance that BACH does not fully own or control the patent rights to that invention, then upon POINT’s exercise of the Exclusive Commercialization Option to BACH’s rights in the invention or notice from BACH that such invention is not owned or controlled by BACH in any fashion, at POINT’s election BACH and [***] each shall exercise best efforts (without incurring more than $[***] in expenses to BACH) to i) assist POINT in obtaining exclusive control (such as by additional licensing) of such invention from any other co-inventors or co-owners or ii) for BACH to obtain rights to such invention in a manner whereby the invention can be subject to the Exclusive Commercialization Option. BACH shall provide POINT timely notice of any such invention that is not fully owned or controlled by BACH in any fashion to enable one or both of the Parties to pursue securing rights whereby the invention can be subject to the Exclusive Commercialization Option. In Section 4 - Diligence 4.1 Requirements. POINT agrees to use, and agrees to cause its Affiliates or Sublicensees to undertake to use Commercially Reasonable Efforts to proceed with the development, manufacture, and sale of one or more Licensed Products in the Field and the Territory for each Licensed Patent Family.

 
6 [***] = Indicates confidential information omitted from the exhibit. In Section 5 - Fees, Milestones, Royalties and Reports 5.1 Agreement Execution Fee. In partial consideration for the exclusive Commercialization License and Commercialization Option granted by BACH to POINT, POINT has paid BACH an upfront fee of six hundred thousand dollars (USD $600,000), the receipt of which is acknowledged by BACH, and an Amended License Fee of three million two hundred and fifty thousand dollars (USD $3,250,000). 5.2 <RESERVED> 5.3 Sublicense Income. In the event that, pursuant to Section 3.6 of this Agreement, POINT or an Affiliate grants a Sublicense, POINT agrees to pay BACH a percentage of any and all Sublicense Income received by POINT or an Affiliate from any and all Sublicensees or licenses. Such payments shall be made within [***] days after the end of each Calendar Quarter during the Term during which POINT or an Affiliate receives any Sublicense Income. The amount payable shall be equal to a percentage of the Sublicense Income received during the relevant Calendar Quarter as follows with the applicable Tiers 1-3 independently determined for each distinct Licensed Product or related family of Licensed Products: Tier 1: Sublicense Income from Sublicenses entered into prior to [***] [***]% shall be payable to BACH Tier 2: Sublicense Income from Sublicenses entered into after [***] but before [***] [***]% shall be payable to BACH Tier 3: Sublicense Income from Sublicenses entered into after [***] [***]% shall be payable to BACH In Section 6 – Patent Filings and Maintenance Paragraph 6.1 is amended by addition of the following sentence to the end of that paragraph: “In addition to reimbursement of ongoing Patent Expenses above, for the patent filings to be added to Exhibit A or Exhibit D pursuant to POINT exercises of an Option under Paragraph 3.1, POINT will also reimburse BACH within [***] days of the receipt of an invoice for all sunk Patent Expenses up to a maximum of [***] dollars (USD $[***]) per patent application family having a common priority date incurred by BACH prior to the exercise of the Option by POINT.” In Exhibits • Exhibit A is replaced in its entirety with the new Exhibit A attached as Appendix 1 hereto. • Exhibit D is added with the Exhibit D attached as Appendix 2 hereto.

 
7 [***] = Indicates confidential information omitted from the exhibit. 3. Except as herein specifically modified and amended herein, the Amended Agreement shall remain in full force and effect. In the event of any conflicts or discrepancies between the provisions of this Amendment and the Exclusive Sublicense Agreement, the provisions of this Amendment shall take precedence and prevail. For the convenience of the Parties, this Amendment may be executed in counterparts and by facsimile or email exchange of pdf signatures, each of which counterpart shall be deemed to be an original, and both of which taken together, shall constitute one agreement binding on the Parties. IN WITNESS WHEREOF, the Parties have caused this Amendment to be signed by their duly authorized representatives effective as of the Effective Date. Bach Biosciences, LLC Point Biopharma Inc. By: /s/ William Bachovchin By: /s/ Joe McCann _____________ Title: President and CEO Title: CEO Date: September 24, 2021 Date: September 24, 2021

 
[***] = Indicates confidential information omitted from the exhibit. Appendices Appendix 1 - Exhibit A – BACH Patent Rights (FAPi-Targeted Radiopharmaceutical) Appendix 2 - Exhibit D – BACH Patent Rights (FAPi-targeted [***] and [***] Agents) 31692087.3

 
EX-31.1 2 pnt-20210630xex31d1.htm EX-31.1


Exhibit 31.1
CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Joe McCann, certify that:
1.I have reviewed this quarterly report on Form 10-Q of POINT Biopharma Global Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.(Paragraph omitted pursuant to SEC Release Nos. 34-47986 and 34-54942);
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: November 12, 2021
By: /s/Joe McCann
Dr. Joe McCann, Ph.D.
Chief Executive Officer (Principal Executive Officer)

EX-31.2 3 pnt-20210630xex31d2.htm EX-31.2


Exhibit 31.2
CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Bill Demers, certify that:
1.I have reviewed this quarterly report on Form 10-Q of POINT Biopharma Global Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)(Paragraph omitted pursuant to SEC Release Nos. 34-47986 and 34-54942);
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: November 12, 2021
By: /s/Bill Demers
Bill Demers
Chief Financial Officer (Principal Financial Officer)
EX-32 4 pnt-20210630xex32.htm EX-32


Exhibit 32
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of POINT Biopharma Global Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned officers of the Company hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge, that:
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 12, 2021
By: /s/Joe McCann
Dr. Joe McCann, Ph.D.
Chief Executive Officer,
(Principal Executive Officer)
Date: November 12, 2021
By: /s/Bill Demers
Bill Demers
Chief Financial Officer,
(Principal Financial Officer)
*This certification shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.