Star Metro - Lobe Sciences Announces Proposed Shares for Debt Transaction

This settlement transaction represents deferred management and director fees owed to certain directors and officers of the Company (collectively, the "Creditors"), which accrued pursuant to employment and consulting agreements between the Company and the Creditors.

The Company's board of directors and management believe that completing the Debt Settlement by issuing shares, is in the best interests of the Company as it will allow the Company to preserve its cash resources for ongoing and planned operations.

Completion of the Debt Settlement remains subject to receipt of all necessary regulatory approvals, including acceptance by the Canadian Securities Exchange (the "Exchange"). The Settlement Shares will be subject to a four-month hold period from the date of issuance in accordance with applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

MI 61-101 Matters

The Debt Settlement is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101, as the Company is not listed on a specified market within the meaning of MI 61-101. Additionally, the Debt Settlement is exempt from the minority approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 insofar as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Settlement Shares issuable to the Creditors exceeds 25% of the Company's market capitalization.

The Settlement Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

Cynaptec Pharmaceuticals, Inc.: L-130 - CNS Therapeutic Program

L-130 (psilocin mucate) is a patented, highly bioavailable, orally administered new chemical entity (NCE) designed as a stabilized form of psilocin, the active metabolite of psilocybin. The NCE is designed to provide enhanced stability, improved bioavailability, and more consistent circulating levels of psilocin, supporting reliable systemic exposure relative to traditional psilocybin-based approaches. Development of L-130 is being conducted by Cynaptec Pharmaceuticals, Inc., a subsidiary of the Company in which Lobe holds a 64% ownership interest.

L-130 is initially being developed for the treatment of chronic cluster headache, a severe neurological condition with limited treatment options. The program is advancing in alignment with guidance received from the U.S. Food and Drug Administration following pre-IND interactions.

Applied Lipid Therapeutics LLC: S-100 - Sickle Cell Disease Program

S-100 is an early-stage therapeutic candidate for sickle cell disease being developed through Applied Lipid Therapeutics LLC, a subsidiary of the Company. It is designed to address underlying disease mechanisms using a lipid-based delivery platform, consisting of a unique blend of triglyceride esters of docosahexaenoic acid (DHA) and eicosapentaenoic acid (EPA), combined with a patented absorption-enhancing excipient system to improve bioavailability. The Company is advancing chemistry, manufacturing, and controls (CMC) activities to support production of clinical supply for a planned Phase 2a study.

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ACCURACYOR ADEQUACY OF THIS NEWS RELEASE.

For Further Information

Dr. Frederick D. Sancilio
Chief Executive Officer
Lobe Sciences Ltd.
Email: [email protected]
Phone: +1 (949) 505-5623
Website: www.lobesciences.com

Cautionary Statement Regarding "Forward-Looking" Information

This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, timing, assumptions or expectations of future performance, including, without limitation: the Company's belief that completing the Debt Settlement by issuing shares is in the best interests of the Company as it will allow the Company to preserve its cash resources for ongoing and planned operations; and the Company obtaining regulatory approvals, including acceptance by the Exchange are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should" or "would" or occur.

Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including, among other things, that: completing the Debt Settlement by issuing shares is in the best interests of the Company as it will allow the Company to preserve its cash resources for ongoing and planned operations; and that the Company will obtain any necessary regulatory approvals, including acceptance by the Exchange, among others. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important risks that may cause actual results to vary, include, without limitation, the risk that: the Company will be unable obtain any necessary regulatory approvals, including acceptance by the Exchange.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws.

SOURCE: Lobe Sciences Ltd.

View the original press release on ACCESS Newswire

K.Evans--SMC