KALA BIO, Inc. (NASDAQ: KALA) became Virotek’s sole U.S. distributor and reseller for an ophthalmology genetic testing and screening program, subject to a milestone due September 3, 2027. The appointment becomes non-exclusive after an uncured milestone miss, while profits are split equally after Virotek recovers COGS.

Key Highlights

  • Net profit from the program will be divided equally after Virotek fully recovers its cost of goods sold.
  • Kala is responsible for commercial development, while Virotek handles program delivery and administration.
  • The agreement gives Kala a right of first refusal on Virotek’s proposed disposition of ophthalmological products.

KALA BIO, Inc. (NASDAQ: KALA) has exclusive U.S. rights to distribute and resell Virotek’s ophthalmology genetic testing and screening program until a September 3, 2027 milestone determines whether that status continues. The arrangement covers genetic testing and clinical screening and began on September 3, 2026.

Virotek Program Sets Commercial Terms

Kala will lead commercial development, while Virotek remains responsible for delivering and administering the program. Before a reseller can market or order it, Kala must ensure that reseller signs an agreement containing terms approved by Virotek. Net profit will be shared equally after Virotek has recovered the program’s Cost of Goods Sold in full. The parties can change that allocation prospectively through written agreement and will review it monthly. Any white-label arrangement will have Economics agreed in good faith before launch. The parties may add other verticals through mutual written approval. Kala also receives a right of first refusal if Virotek proposes selling, exclusively licensing or otherwise transferring an ophthalmological product to another party.

Exclusivity Tied to September 3, 2027 Milestone

If Kala misses it and does not cure the failure within the applicable period, the appointment changes from exclusive to non-exclusive. The agreement’s initial term starts on September 3, 2026, with renewal possible through written mutual agreement. Either party may end the arrangement immediately after written notice for an uncured material breach, Insolvency or Bankruptcy proceedings, or loss of a required license, accreditation or Nasdaq listing that is not restored within the applicable period.