Lobe Sciences Ltd. and Clearway Global Announce Change of Control and Focus on Creating Value for Shareholders

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.