Lobe Sciences Ltd. and Clearway Global Announce Change of Control and Focus on Creating Value for Shareholders
21 Mayo 2024 - 8:54AM
Business Wire
Lobe Sciences Ltd. (“Lobe” or the “Company”) (OTCQB: LOBEF)
(CSE: LOBE), a biopharmaceutical company focused on developing
transformative medicines to treat rare diseases and Clearway
Global, LLC (“Clearway”), a wholly owned subsidiary of Sancilio
& Company (“Sancilio”), a pharmaceutical services company
focused on value creation strategies, are pleased to announce a
change in control of the Company and several enhancements to its
ongoing growth strategy. Clearway has been providing scientific
support to the Company for the past three years.
Clearway acquired voting control of the Company as a result of
the following:
- On April 17, 2023, the Company completed the acquisition of
100% of the ownership interest in Altemia® & Company, LLC
(“Altemia”) pursuant to a share exchange agreement (the “SEA”)
between the registered and beneficial holders of Altemia (the
“Selling Members”) and the Company. In consideration for the
disposition of its interest in Altemia, the Selling Members
acquired an aggregate of 76,000,000 Shares. On August 30, 2023, the
parties executed an amendment to the SEA (the “Amendment”).
Pursuant to the Amendment, the 76,000,000 Shares previously issued
to the Selling Members were returned and cancelled by the Company
pursuant a share cancellation agreement, and upon the achievement
of certain milestones 69,160,000 shares were then issued on March
4, 2024, to Clearway at the Selling Members request.
- Clearway entered into an independent contractor agreement with
the Company dated March 23, 2021, as amended September 28, 2023
(the “Consulting Agreement”). Pursuant to the Consulting Agreement,
the Company pledged to reconcile outstanding accounts payable,
either in cash or, at a premium of 105%, in Shares within sixty
(60) days of receipt of any invoice from Clearway. The Company has
issued to Clearway 16,424,220 shares under the Consulting
Agreement.
Clearway owns or exercises control or direction over an
aggregate of 85,584,220 shares representing approximately 52.69% of
the issued and outstanding Shares on a non-diluted basis.
The Company and Clearway have several initiatives planned for
the upcoming months including the identification of new board
members, which will increase the total number of directors to
five.
The Company is working with a group of investors and contractors
to secure funding and strengthen the Company’s balance sheet,
reduce accounts payables and have operating capital to allow
management to focus on communicating the scientific advancements
made during the prior years.
“I’m looking forward to working closely with Clearway and its
entrepreneurial leadership,” states Phillip Young, Chairman and
Chief Executive Officer of Lobe. “I’ve worked with Clearway and the
Sancilio organization for several years and they’ve been steadfast
in their support of our research program.”
Dr. Fred D. Sancilio, Chief Executive Officer of Sancilio &
Clearway said “I believe Lobe’s L-130, a novel and stable oral
Psilocin should be viewed as an industry leading drug with a wide
array of potential applications. We intend to work with Lobe to
begin an investor communications program, share the exciting data
on the recently completed and reported trials and help unlock
shareholder value.”
Lobe plans to formally announce the date and further details of
its forthcoming Annual General Meeting, planned for July 22, 2024,
in a separate news release.
About Lobe Sciences Ltd.
Lobe Sciences is a biopharmaceutical company focused on
developing transformative medicines to treat rare diseases. The
Company, through collaborations with industry-leading partners, is
additionally engaged in drug research and development using
non-hallucinatory doses of stabilized psilocin-based compounds to
address unmet medical needs in orphan neurological therapeutic
applications.
NEITHER CSE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS
THAT TERM IS DEFINED IN THE POLICIES OF THE CSE EXCHANGE) ACCEPTS
RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
This does not constitute an offer to sell or a solicitation of
offers to buy any securities.
About Sancilio &
Company
Sancilio & Company, (Sancilio LLC) provides pharmaceutical
entrepreneurs bundled services to expedite a successful growth
strategy and enhance value of the enterprise. Services include
evaluation of core business and scientific concepts, development of
business plans, access to Sancilio’s global network of development
services and guidance for raising capital.
Forward Looking Statements
This news release contains "forward-looking information" and
"forward-looking statements" within the meaning of applicable
securities legislation. The forward-looking statements herein are
made as of the date of this news release only, and the Company does
not assume any obligation to update or revise them to reflect new
information, estimates or opinions, future events or results or
otherwise, except as required by applicable law. Often, but not
always, forward-looking statements can be identified by the use of
words such as "plans", "expects", "is expected", "budgets",
"scheduled", "estimates", "forecasts", "predicts", "projects",
"intends", "targets", "aims", "anticipates" or "believes" or
variations (including negative variations) of such words and
phrases or may be identified by statements to the effect that
certain actions "may", "could", "should", "would", "might" or
"will" be taken, occur or be achieved. Forward-looking information
in this news release includes, but is not limited to, statements
with respect to securing future funding, the identification of new
board members, and the announcement of the date of the next annual
general meeting.
In making the forward-looking statements included in this news
release, the Company has applied several material assumptions,
including that the Company will secure future funding or identify
new board members. Forward-looking statements and information are
subject to various known and unknown risks and uncertainties, many
of which are beyond the ability of the Company to control or
predict, that may cause the Company´s actual results, performance
or achievements to be materially different from those expressed or
implied thereby, and are developed based on assumptions about such
risks, uncertainties and other factors set out herein.
Such forward-looking information represents management´s best
judgment based on information currently available. No
forward-looking statement can be guaranteed, and actual future
results may vary materially. Accordingly, readers are advised not
to place undue reliance on forward-looking statements or
information.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240521784730/en/
For further information: Lobe Sciences Ltd.
Investor and Media info@lobesciences.com Tel: (949) 505-5623