CYCLOPHARM LIMITED — Major Shareholding Notification 2021

May 30, 2021

Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme CYCLOPHARM LIMITED

ACN/ARSN

116 931 250

…

1. Details of substantial holder (1)

Name Morgan Stanley and its subsidiaries listed in Annexure A ACN/ARSN (if applicable) Not Applicable

The holder became a substantial holder on May 27, 2021 The holder became aware on May 31, 2021

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person’s votes (5)	Voting power (6)
Ordinary Shares	5,073,840	5,073,840	5.43%
			Based on 93,374,823 Ordinary Shares Outstanding

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Morgan Stanley & Co. International plc	Holder of securities subject to an obligation to return under a prime brokerage agreement.	5,069,826 Ordinary Shares
Morgan Stanley Australia Securities Limited	Shares held or in respect of which the holder may exercise control over disposal in the ordinary course of sales and trading businesses.	2,164 Ordinary Shares
Morgan Stanley Australia Securities Limited	Holder of securities subject to an obligation to return under a prime brokerage agreement through an associate.	1,850 Ordinary Shares
Each of the entities (as listed in Annexure A) in the Morgan Stanley group upstream of the above entities	Each of the above entities is a body corporate that each upstream entity controls and therefore has the relevant interests that the above entities collectively have.	5,073,840 Ordinary Shares(N.B.: Total of the above direct interest)

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
HSBC Custody Nominees (Australia) Limited	Not Applicable	5,069,826 Ordinary Shares
Morgan Stanley Australia Securities (Nominee) Pty Limited	Not Applicable	4,014 Ordinary Shares

1

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)	Consideration (9)	Class and number interest of securities
		Cash	Non-cash
Morgan Stanley Australia Securities Limited	02/01/2021	2.75	Buy	1 Ordinary Shares
Morgan Stanley Australia Securities Limited	02/03/2021	52.44	Buy	19 Ordinary Shares
Morgan Stanley Australia Securities Limited	02/11/2021	12,825.00	Buy	4,500 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/04/2021	1,108.80	Buy	440 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/04/2021	15.30	Buy	6 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/04/2021	17.78	Buy	7 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/04/2021	1,099.38	Buy	438 Ordinary Shares
Morgan Stanley & Co. International plc	03/16/2021	N/A	Borrow	2,930 Ordinary Shares
Morgan Stanley & Co. International plc	03/17/2021	N/A	Borrow	1,070 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/18/2021	4,429.35	Buy	1,737 Ordinary Shares
Morgan Stanley Australia Securities Limited	03/18/2021	668.02	Buy	263 Ordinary Shares
Morgan Stanley & Co. International plc	03/24/2021	N/A	Collateral Received	3,303,899 Ordinary Shares
Morgan Stanley & Co. International plc	03/25/2021	N/A	Collateral Received	73,364 Ordinary Shares
Morgan Stanley & Co. International plc	03/31/2021	N/A	Collateral Received	16 Ordinary Shares
Morgan Stanley & Co. International plc	04/09/2021	N/A	Collateral Received	3,475,566 Ordinary Shares
Morgan Stanley & Co. International plc	04/12/2021	N/A	Collateral Received	1,593,009 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/13/2021	7.86	Buy	3 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/13/2021	606.30	Buy	235 Ordinary Shares
Morgan Stanley & Co. International plc	04/15/2021	N/A	Collateral Received	2,056,063 Ordinary Shares
Morgan Stanley & Co. International plc	04/20/2021	N/A	Collateral Received	97,687 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/22/2021	159.34	Buy	62 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/23/2021	135.15	Buy	53 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	20.56	Buy	8 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	7.65	Buy	3 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	2.53	Buy	1 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	40.16	Buy	16 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	5.04	Buy	2 Ordinary Shares
Morgan Stanley Australia Securities Limited	04/26/2021	5.08	Buy	2 Ordinary Shares
Morgan Stanley & Co. International plc	04/28/2021	N/A	Collateral Received	1,854,955 Ordinary Shares
Morgan Stanley & Co. International plc	04/30/2021	N/A	Collateral Received	518,696 Ordinary Shares
Morgan Stanley & Co. International plc	05/03/2021	N/A	Collateral Received	1,026,503 Ordinary Shares
Morgan Stanley & Co. International plc	05/04/2021	N/A	Collateral Received	110,757 Ordinary Shares
Morgan Stanley & Co. International plc	05/10/2021	N/A	Collateral Received	745,770 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/11/2021	49.13	Buy	17 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/12/2021	5.68	Buy	2 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/12/2021	714.84	Buy	259 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/12/2021	2.83	Buy	1 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/12/2021	2.82	Buy	1 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/12/2021	11.40	Buy	4 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/13/2021	5.54	Buy	2 Ordinary Shares

2

Morgan Stanley Australia Securities Limited	05/13/2021	125.58	Buy	46 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/13/2021	13.90	Buy	5 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/14/2021	48.06	Buy	18 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/14/2021	499.87	Buy	193 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/14/2021	2.68	Buy	1 Ordinary Shares
Morgan Stanley & Co. International plc	05/14/2021	N/A	Collateral Received	1,506,222 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	190.92	Buy	74 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	21.04	Buy	8 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	10.56	Buy	4 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	10.48	Buy	4 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	10.44	Buy	4 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	21.20	Buy	8 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/17/2021	10.40	Buy	4 Ordinary Shares
Morgan Stanley & Co. International plc	05/19/2021	N/A	Collateral Received	3,149,266 Ordinary Shares
Morgan Stanley Australia Securities Limited	05/21/2021	35.28	Buy	14 Ordinary Shares
Morgan Stanley & Co. International plc	05/24/2021	N/A	Collateral Received	1,385,071 Ordinary Shares
Morgan Stanley & Co. International plc	05/26/2021	N/A	Collateral Received	618,885 Ordinary Shares
Morgan Stanley & Co. International plc	05/27/2021	N/A	Collateral Received	2,765,071 Ordinary Shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
Morgan Stanley & Co. International plc	Is a body corporate controlled by each upstream entity as listed in Annexure A
Morgan Stanley Australia Securities Limited	Is a body corporate controlled by each upstream entity as listed in Annexure A

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Morgan Stanley	1585 Broadway, New York, New York, 10036, USA.
Morgan Stanley & Co. International plc	Legal & Compliance Department, 25 Cabot Square, Canary Wharf, London, E14 4QA, UNITED KINGDOM.
Morgan Stanley Australia Securities Limited	Level 39, Chifley Tower, 2 Chifley Square, Sydney, 2000, AUSTRALIA.

Signature

print name Olivia Zhang

	Olivia Zhang		capacity	Vice	President
			date	May	31, 2021
		3

sign here

Annexure A

List of Morgan Stanley and its subsidiaries that have a relevant interest or deemed to have a relevant interest in the shares or units stated in Section 3.

Name └─┬─Morgan Stanley └─┬─Morgan Stanley International Holdings Inc. ├─┬─Morgan Stanley (Australia) Securities Holdings Pty Limited │ └───Morgan Stanley Australia Securities Limited └─┬─Morgan Stanley International Limited └─┬─Morgan Stanley Investments (UK) └───Morgan Stanley & Co. International plc

Signature

print name sign here	Olivia Zhang capacity Vice President
	date May 31, 2021

4

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

• (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

• See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown.’”

• (9) Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

5

GUIDE

Signature

This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 603.

This form must be signed by either a director or a secretary of the substantial holder.

Nil

Lodging period

Lodging Fee

Other forms to be completed

Additional information

Nil

Nil

• (a) If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form.

• (b) This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange.

• (c) The person must give a copy of this notice:

• (i) within 2 business days after they become aware of the information; or

• (ii) by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if:

  • (A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and

  • (B) the person becomes aware of the information during the bid period.

Annexures

To make any annexure conform to the regulations, you must

• 1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides

• 2 show the corporation name and ACN or ARBN

• 3 number the pages consecutively

• 4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied

• 5 identify the annexure with a mark such as A, B, C, etc

• 6 endorse the annexure with the words:

• This is annexure (mark) of (number) pages referred to in form (form number and title)

• 7 sign and date the annexure.

The annexure must be signed by the same person(s) who signed the form.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.

6

Annexure B:

This is Annexure B referred to in the Form 603: Notice of becoming a substantial holder issued by Morgan Stanley and its subsidiaries. The following is description of the securities lending agreements referenced in the accompanying Form 603.

Schedule	Schedule
Type of Agreement	International Prime Brokerage Agreement
Parties to agreement	Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and KARST PEAK THYLACINE MASTER FUND
Transfer Date	20210527;
Holder of Voting Rights	Prime broker has the right to vote securities rehypothecated from the Client.
Are there any restrictions on voting rights?	~~Yes/~~No
Ifyes, detailNot applicable
Scheduled Return Date (if any)	Open
**Does the borrower have the right to return early? **	Ye~~s/No~~
Ifyes, detailPrime broker mayreturn shares which were rehypothecated from the client at anytime.
**Does the lender have the right to recall early? **	Ye~~s/No~~
If yes, detailPrime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares bythe client.
Will the securities be returned on settlement?	Ye~~s/No~~
If yes, detail any exceptionsUpon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from onepartyshall be set off against the amounts due from the otherpartyand onlythe balance of the account shall bepayable.

The above schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or responsible entity to whom the prescribed form must be given or ASIC, give a copy of the agreement to the company, responsible entity or ASIC.

Signature

print name Olivia Zhang	capacity	Vice President
sign here	date	May 31, 2021