Lobe Sciences Ltd. and Clearway Global Announce Change of Control and Focus on Creating Value for Shareholders
Lobe Sciences (OTCQB: LOBEF) and Clearway Global have announced a change of control, with Clearway gaining voting control of Lobe.
This follows Lobe's acquisition of Altemia & Company, resulting in Clearway owning 52.69% of Lobe's shares. The companies aim to enhance growth strategies, including appointing new board members, securing funding, and addressing accounts payable.
Lobe has issued 16,424,220 shares to Clearway under a consulting agreement. The focus will be on Lobe’s L-130, an oral Psilocin-based drug, with plans for an investor communications program to share recent trial data and unlock shareholder value. The Annual General Meeting is scheduled for July 22, 2024.
- Change of control with Clearway acquiring 52.69% of Lobe's shares.
- Clearway's support aims to enhance growth strategies and strengthen the balance sheet.
- 16,424,220 shares issued to Clearway under the consulting agreement.
- Focus on Lobe’s L-130, an oral Psilocin-based drug, with promising trial data.
- Planned investor communications program to share exciting data and unlock shareholder value.
- Upcoming Annual General Meeting scheduled for July 22, 2024.
- Cancellation and reissuance of shares could indicate underlying uncertainties.
- Outstanding accounts payable needing reconciliation either in cash or shares.
- Shares issuance to reconcile debts might lead to shareholder dilution.
- Dependency on securing additional funding to strengthen the balance sheet.
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
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.
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For further information:
Lobe Sciences Ltd.
Investor and Media
info@lobesciences.com
Tel: (949) 505-5623
Source: Lobe Sciences Ltd.
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