ProtoKinetix,
Incorporated (OTC: PKTX) (the “Company” or “Protokinetix”) (www.protokinetix.com)
is pleased to announce that it has entered into consulting agreements
with Clarence E. Smith, President and Chief Executive Officer of the
Company, and Susan M. Woodward, Chief Financial Officer of the Company.
Mr. Smith’s consulting agreement is for a one-year term through December
31, 2015, and is automatically renewed thereafter on a year-to-year
basis unless either ProtoKinetix or Mr. Smith provides the other with 30
days’ notice of non-renewal. The agreement provides for an annual salary
of $1.00 and a termination fee if the agreement is terminated for the
following two reasons:
• A termination without cause: If Mr. Smith is terminated without cause
he will be entitled to a termination fee of $100,000;
• A termination upon a change of control event: Following a change of
control event he will be entitled to a termination fee equal to $100,000
plus 2.5% of the aggregate transaction value of the change of control.
Ms. Woodward’s consulting agreement is for a three-year term through
December 31, 2018, and is automatically renewed thereafter on a
year-to-year basis unless either ProtoKinetix or Ms. Woodward provides
the other with 30 days’ notice of non-renewal. The agreement provides
for a monthly consulting fee of $4,000 which shall be increased by not
less than 5% each year; and as of February 26, 2015, the grant of a five
year option at $0.04 per share for 4,000,000 shares of common stock of
the Company vesting monthly in tranches of 400,000 shares and the grant
of a two year option at $0.04 per share for 2,000,000 shares of common
stock of the Company vesting upon a change in control. The agreement
provides for a termination fee if the agreement is terminated for the
following two reasons:
• A termination without cause: If Ms. Woodward is terminated within 12
months of its effective date January 1, 2015 she will be entitled to a
termination fee of three times her monthly consulting fee in effect on
the date of termination, or if Ms. Woodward is terminated 12 months
after the effective date January 1, 2015, six times her monthly
consulting fee in effect on the date of termination;
• A termination upon a change of control event: Following a change of
control event she will be entitled to a termination fee equal to two
times the amount she would receive as if terminated without cause.
About ProtoKinetix
ProtoKinetix, Inc. is a molecular biotechnology company that has
developed and patented a family of hyper stable, potent glycopeptides
(AAGP™) that dramatically enhance therapeutic results and reduce the
cost of stem cell medicine. Due to the anti-inflammatory effect of AAGP™
molecules, the Company is currently targeting the direct treatment of
diseases that have a major inflammatory component.
This press release shall not constitute an offer of securities in the
United States or any other jurisdiction. The securities that may
be issued pursuant to this press release are not currently qualified by
prospectus or registered under the U.S. Securities Act of 1933, as
amended (the “Securities Act”), or the laws of any state, and may not be
offered or sold in the United States, or to, or for the account or
benefit of United States persons (as defined in Regulation S under the
Securities Act) or persons in the United States absent registration or
an applicable exemption from the registration requirements. The
securities are subject to resale restrictions under applicable
securities laws.
Clarence E. Smith – President and CEO
Copyright Business Wire 2015