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EMYRIA LIMITED Board/Management Information 2021

Nov 28, 2021

64844_rns_2021-11-28_a4ea0d90-5914-42a0-a922-607eb840cfc8.pdf

Board/Management Information

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ASX Announcement

29 Nov 2021

Emyria appoints global pharmaceutical expert to Board to lead US drug registrations programs

Highlights:

  • USA-based experienced pharmaceutical expert, Dr. Karen Smith, M.D., Ph.D., M.B.A., L.L.M, to join Emyria’s Board as an Executive Director

  • Dr. Smith will lead Emyria’s US-based drug development and registration programs in cannabinoid and novel psychedelic medicines having overseen more than 100 clinical trials and 20 drug registrations in major global markets

  • Dr. Smith was previously Chief Medical Officer and Global Head of Research & Development at Jazz Pharmaceuticals

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  • Dr. Smith is a Director at Acceleron Pharma, acquired by Merck for US$11B November 22, 2021

  • Dr. Smith was the founding Chief Executive Officer of Minderoo Foundation’s Eliminate Cancer Initiative supported by Dr. Andrew Forrest AO, and previously the Chair of Emyria’s Strategic Advisory

Emyria Limited (ASX: EMD) (Emyria or the Company), a data-backed drug development and care delivery company, is pleased to announce the appointment of global pharmaceutical expert, Dr. Karen Smith to the Board of Emyria.

Emyria’s Managing Director, Dr. Michael Winlo , said: “We’re delighted to appoint Dr. Karen Smith to our Board. Dr. Smith is a highly acclaimed and respected pharmaceutical executive, who has overseen multiple successful drug registrations and has already been advising Emyria since February as Chair of our Strategic Advisory.

Dr. Smith has held key Chief Executive Officer and Chief Medical Officer roles at some of the most innovative Biotech and Pharmaceutical development companies in the world including the role of Chief Medical Officer and Global Head of Research and Development at Jazz Pharmaceuticals. Jazz Pharmaceuticals recently acquired cannabinoid company GW Pharma for USD $7.2B in February 2021, the only company to obtain FDA approval for a pharmaceutical formulation of CBD (Epidyolex).

As an Executive Director Dr. Smith will lead Emyria’s US-based drug development programs for both our cannabinoid and psychedelic-assisted therapies focussed on obtaining FDA-registration. We believe Dr. Smiths’ extensive experience, professional network and track record of successful drug registrations in biopharma will greatly benefit Emyria’s multiple drug registration programs.”

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Dr. Karen Smith’s experience in drug development Dr. Smith has overseen more than 100 clinical trials and more than 20 regulatory approvals leading to product launches across diverse therapeutic areas including neuroscience, rare disease, oncology, cardiology, dermatology, oncology and anti-infectives. In addition to R&D and pipeline development, Karen’s successful record of business development includes the acquisition of U.S. and international companies, divestitures and negotiating partnership deals between biotech and pharma.

Dr. Smith was recently Chief Medical Officer of Emergent BioSolutions - a multinational speciality biopharmaceutical company developing and manufacturing therapeutics and devices for public health threats, including COVID-19. Dr. Smith is also a Director at Antares Pharmaceuticals - developing novel drug delivery technologies and Sangamo Therapeutics and Acceleron Pharmaceuticals ( recently acquired by Merck for US$11B )- both developing novel treatments for rare diseases, and TeeFib – developing novel treatments for Fibrosis.

Previously, Dr. Smith served as Executive Vice President, Global Head R&D and Chief Medical Officer of Jazz Pharmaceuticals, Inc., which recently acquired GW Pharmaceuticals for $7.2B USD.

Dr. Smith was also the founding CEO of the Minderoo Foundation’s Eliminate Cancer Initiative supported by Andrew Forrest and remains an advisor to that program.

Dr. Smith has also held senior leadership positions at Allergan plc, AstraZeneca and Bristol-Myers Squibb.

Dr. Smith earned an MD from the University of Warwick (UK), PhD in Molecular Oncology from UCLA (USA) and University of Western Australia (Australia), an MBA from the University of New England in Australia and LLM (Masters in Law) from the University of Salford (UK).

Dr. Karen Smith , said: “Emyria is uniquely placed to accelerate treatment development as one of only a few companies operating a network of clinical services, curating proprietary Real-World Evidence and developing novel treatments. I look forward to assisting the team make progress on its global pharmaceutical development and registration goals.”

Dr. Smith will assist with registration of the Company's cannabinoid and psychedelic treatments with the United States Food and Drug Administration (FDA) as well as assist in partnership discussions with other US-based companies and strategic investors.

As Executive Director, Dr. Smith will receive a retainer of US$12,500/month plus a package of 550,000 shares vesting immediately and a further 1,100,000 shares to be issued in 2 equal tranches of 550,000 shares after 1 and 2 years service subject to Shareholder approval. Shareholder approval will not be sought for the first tranche of the shares to be issued as Dr. Smith was not a director of Emyria at the time of the negotiations and had no influence over the decision to issue the Shares. Summary of key terms is in Appendix 1.

This announcement has been approved and authorised for release by the Board of Emyria Limited.

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For further information on Emyria , please contact:

Dr. Michael Winlo Lexi O’Halloran Andrew Williams Managing Director Media/Investor Relations Media Relations 1300 436 363 + 61 (0) 404 577 076 +61 (0) 412 614 125 [email protected] [email protected] [email protected]

About Emyria (www.emyria.com)

Emyria Limited is a data-backed clinical drug development and care delivery company focused on accelerating treatment development and improving patient care.

Emyria’s Treatments target unmet needs and are focused on obtaining approval from major global regulators. Emyria’s drug development programs are informed by insights generated from extensive analysis of Emyria Data - deep, ethically-sourced clinical evidence that is gathered with patients across Emyria’s independent clinical services ( Emerald Clinics - www.emeraldclinics.com.au)

Emyria Data provides deep treatment insights and is therefore a source of unique IP, strategically designed drug development and personalised care programs.

Cautionary Note on Forward-Looking Statements

Any statements in this press release about future expectations, plans and prospects for the Company, the company’s strategy, future operations, and other statements containing the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue,” and similar expressions, constitute forward-looking statements. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the Company’s ability to successfully develop its product candidates and timely complete its planned clinical programs and the Company’s ability to obtain marketing approvals for its product candidates. In addition, the forward-looking statements included in this press release represents the Company’s views as of the date hereof. The Company anticipates that subsequent events and developments will cause the Company’s views to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date hereof.

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Appendix: Summary of the key terms of the employment contract between Emyria Limited and Dr. Karen Smith for role of Executive Director

Appendix: S
ummary of the key terms of the employment contract between Emyria
Limited and Dr. Karen Smith for role of Executive Director
Appendix: S
ummary of the key terms of the employment contract between Emyria
Limited and Dr. Karen Smith for role of Executive Director
Appendix: S
ummary of the key terms of the employment contract between Emyria
Limited and Dr. Karen Smith for role of Executive Director
Clause
Description
Key Terms
Commencement and
Term
Dr. Smith’s employment as Executive Director commences on
29 November 2021 and will continue until termination by
either party in accordance with the employment contract.
Remuneration Dr. Smith will receive:
-
Base salary of US$150,000 pa for a minimum time
commitment of 2 days per week; and
-
550,000 Shares to be issued on or about the
Commencement Date under the employee’s securities
incentive plan (ESIP).
-
550,000 Shares to be issued, subject to shareholder
approval, after 12 months of continuous service under
the Company’s ESIP.
-
550,000 Shares to be issued, subject to shareholder
approval, after 24 months of continuous service under
the Company’s ESIP.
Emyria has the discretion to grant additional incentives (over
and above those specifed in the contract) from time to time
in connection with the achievement of further signifcant
milestones for the Company or otherwise in recognition of Dr.
Smith’s services to the Company as agreed from time to time
by the Board and subject to shareholder approval if required.
Leave Entitlements Dr. Smith will be entitled to the following leave entitlements
on a pro-rata base for the minimum time commitment of 2
days per week:
-
10 days paid personal and/or carer’s leave per annum,
accruing progressively and accumulating from year to
year, in accordance with the Act;
-
2 days unpaid carer’s leave for each permitted occasion
in accordance with the Act; and
-
2 days paid compassionate leave for each permitted
occasion in accordance with the Act.
-
other leave in accordance with statutory entitlements.
Termination In addition to termination for cause, either party may
terminate Dr. Smith’s employment by giving one months’
notice of termination. Emyria may make a payment in lieu of
this notice (subject to statutory limitations).

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