VANCOUVER and HOUSTON, Oct. 7,
2019 /CNW/ - ESSA Pharma Inc. ("ESSA" or the
"Company") (TSX-V: EPI, NASDAQ: EPIX), a pharmaceutical
company focused on developing novel therapies for the treatment of
prostate cancer, hereby announces that, pursuant to the Company's
existing stock option plan (the "Existing Option Plan"), it
has granted incentive stock options ("Options") to certain
directors, officers, employees and consultants of the Company to
purchase up to an aggregate of 1,441,530 common shares in the
capital of the Company (the "Common Shares"). A total of
1,186,530 of such Options will vest in 48 equal monthly
installments, with the first installment vesting on the one-month
anniversary of the grant date. A total of 255,000 of the options
granted to Directors vest in 12 monthly installments, with the
first installment vesting on the one-month anniversary of the grant
date. The Options are exercisable on or before October 4, 2029 at the price of US$3.23 per Common share and are granted in
accordance with the polices of the TSX Venture Exchange (the
"TSXV") and the terms and conditions of the Existing Option
Plan.
The Company hereby further announces that on October 4, 2019 the board of directors of the
Company ("Board") passed a resolution, subject to
shareholder approval, amending and restating the Existing Option
Plan (the "Amended Option Plan") and amending and restating
the Company's existing restricted share unit plan (the "Amended
RSU Plan"), pursuant to which, amongst other things, the fixed
maximum number of Common Shares available for issuance upon the
exercise of Options or restricted share units ("RSUs") under
the Amended Option Plan and the Amended RSU Plan, respectively, was
increased to a maximum of 6,251,469 Common Shares. The Amended
Option Plan and Amended RSU Plan both remain subject to shareholder
approval, in accordance with the policies of the TSXV.
The Amended Option Plan provides the Company with a
share-related mechanism to attract, retain and motivate qualified
directors, officers, employees and consultants, and to reward such
of those directors, officers, employees and consultants as may be
awarded Options under the Amended Option Plan by the Board from
time to time for their contributions toward creating shareholder
value through achievement of the short and long term goals of the
Company. The Amended RSU Plan provides a vehicle by which
equity-based incentives may be awarded to the employees,
consultants, directors and officers of the Company, to recognize
and reward their significant contributions to the long-term success
of the Company including to align the employees', consultants'
directors' and officers' interests more closely with the
shareholders of the Company. Pursuant to the Amended RSU Plan, the
Board, through the Company's Compensation Committee, may grant RSUs
as an incentive payment to eligible persons. The Board intends to
use RSUs issued under the Amended RSU Plan, as well as Options
issued under the Amended Option Plan as part of the Company's
overall executive compensation plan.
The Company is also announcing that the Board has, following the
adoption of the Amended Option Plan, approved the additional grant
of an aggregate of 2,551,470 Options (the "New Plan
Options") to certain employees of the Company, under the
Amended Option Plan. Such New Plan Options will vest in 48 equal
monthly installments, with the first installment vesting on the
one-month anniversary of the grant date, in accordance with the
polices of the TSXV and the terms and conditions of the Amended
Option Plan.
The New Plan Options have been reserved for issuance pursuant to
the Amended Option Plan and are subject to, and cannot be exercised
by their respective holders until, the Company's shareholders
ratify the Amended Option Plan, the TSXV approves the grants
thereof, and the Company's shareholders approve such grants by way
of disinterested shareholder approval in accordance with the
policies of the TSXV, at a duly constituted meeting of
shareholders.
Following the aforementioned grants of Options and New Plan
Options, the Company has a total of 5,086,500 Options outstanding,
representing approximately 15.5% of the outstanding Common Shares.
An aggregate of 1,164,969 Options and/or RSUs remain outstanding
for future issuance under the Amended Option Plan and Amended RSU
Plan, respectively.
Further details regarding the grant of the Options, the Amended
Option Plan, the Amended RSU Plan, and grant of the New Plan
Options will be included in the management information circular of
the Company that will be made available to shareholders in
connection with the annual meeting of shareholders of the
Company.
The Option and New Plan Option grants referenced in this press
release include grants to certain related parties (as such term is
defined under Multilateral Instrument 61-101 - Protection of
Minority Security Holders in Special Transactions ("MI
61-101")), including directors and senior officers of the
Company. Such Option and New Plan Option grants constitute a
related party transaction under MI 61-101. These transactions are
exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a)
of MI 61-101 as neither the fair market value of any securities
issued to nor the consideration paid by such persons exceed 25.0%
of the Company's market capitalization.
About ESSA Pharma Inc.
ESSA is a pharmaceutical company focused on developing novel and
proprietary therapies for the treatment of castration-resistant
prostate cancer ("CRPC") in patients whose disease is
progressing despite treatment with current therapies. ESSA's
proprietary "aniten" compounds bind to the N-terminal domain of the
androgen receptor ("AR"), inhibiting AR driven transcription
and the AR signaling pathway in a unique manner which bypasses the
drug resistance mechanisms associated with current anti-androgens.
The Company is currently progressing IND-enabling studies and
expects to file an IND with the FDA for EPI-7386 in the first
calendar quarter of 2020. For more information, please visit
www.essapharma.com or follow us on Twitter under @ESSAPharma.
About Prostate Cancer
Prostate cancer is the second-most commonly diagnosed cancer
among men and the fifth most common cause of male cancer death
worldwide (Globocan, 2018). Adenocarcinoma of the prostate is
dependent on androgen for tumor progression and depleting or
blocking androgen action has been a mainstay of hormonal treatment
for over six decades. Although tumors are often initially sensitive
to medical or surgical therapies that decrease levels of
testosterone, disease progression despite castrate levels of
testosterone generally represents a transition to the lethal
variant of the disease, metastatic CPRC ("mCRPC"), and most
patients ultimately succumb to the illness. The treatment of mCRPC
patients has evolved rapidly over the past five years. Despite
these advances, additional treatment options are needed to improve
clinical outcomes in patients, particularly those who fail existing
treatments including abiraterone or enzalutamide, or those who have
contraindications to receive those drugs. Over time, patients with
mCRPC generally experience continued disease progression, worsening
pain, leading to substantial morbidity and limited survival rates.
In both in vitro and in vivo animal studies, ESSA's novel approach
to blocking the androgen pathway has been shown to be effective in
blocking tumor growth when current therapies are no longer
effective.
Forward-Looking Statement Disclaimer
This release contains certain information which, as presented,
constitutes "forward-looking information" within the meaning of the
Private Securities Litigation Reform Act of 1995 and/or applicable
Canadian securities laws. Forward-looking information involves
statements that relate to future events and often addresses
expected future business and financial performance, containing
words such as "anticipate", "believe", "plan", "estimate",
"expect", and "intend", "potential", "promising", "refocus",
statements that an action or event "may", "might", "could",
"should", or "will" be taken or occur, or other similar expressions
and includes, but is not limited to, statements about the Amended
Option Plan and the Amended RSU Plan, grants of Options and New
Plan Options under the Existing Option Plan and the Amended Option
Plan, respectively, the receipt of shareholder approval and other
required approvals for the Amended Option Plan, Amended RSU Plan
and the New Plan Options, and the Company's management information
circular and the meeting of shareholders.
Forward-looking statements and information are subject to
various known and unknown risks and uncertainties, many of which
are beyond the ability of ESSA to control or predict, and which may
cause ESSA's actual results, performance or achievements to be
materially different from those expressed or implied thereby. Such
statements reflect ESSA's current views with respect to future
events, are subject to risks and uncertainties and are necessarily
based upon a number of estimates and assumptions that, while
considered reasonable by ESSA as of the date of such statements,
are inherently subject to significant medical, scientific,
business, economic, competitive, political and social uncertainties
and contingencies. In making forward looking statements, ESSA may
make various material assumptions, including but not limited to (i)
the accuracy of ESSA's financial projections; (ii) obtaining
positive results of clinical trials; (iii) obtaining necessary
regulatory approvals; and (iv) general business, market and
economic conditions.
Forward-looking information is developed based on assumptions
about such risks, uncertainties and other factors set out herein
and in ESSA's Annual Report on Form 20-F dated December 13, 2018 under the heading "Risk
Factors", a copy of which is available on ESSA's profile on the
SEDAR website at www.sedar.com, ESSA's profile on EDGAR at
www.sec.gov, and as otherwise disclosed from time to time on ESSA's
SEDAR profile. Forward-looking statements are made based on
management's beliefs, estimates and opinions on the date that
statements are made and ESSA undertakes no obligation to update
forward-looking statements if these beliefs, estimates and opinions
or other circumstances should change, except as may be required by
applicable Canadian and United
States securities laws. Readers are cautioned against
attributing undue certainty to forward-looking statements.
Neither the TSXV nor its Regulation Service Provider (as that
term is defined in the policies of the TSXV) accepts responsibility
for the adequacy or accuracy of this release.
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SOURCE ESSA Pharma Inc