This page contains IPO information based on the Prospectus dated 11th December 2019. Link for the Prospectus: https://www.emeraldclinics.com.au/investors
This Prospectus invites investors to apply for up to 40 million Shares at an issue price of $0.20 each to raise up to $8 million (before associated costs). The Shares to be issued pursuant to the Public Offer are of the same class and will rank equally with the existing Shares on issue. Applications must be for a minimum of 10,000 Shares (or $2,000.00).
The minimum subscription under the Public Offer is $6 million, being 30 million Shares (Minimum Subscription). None of the Shares offered under the Public Offer will be issued if Applications are not received for the Minimum Subscription. Should Applications for the Minimum Subscription not be received within 4 months from the date of this Prospectus, the Company will either repay the Application Monies (without interest) to Applicants or issue a supplementary prospectus or replacement prospectus and allow Applicants one month to withdraw their Applications and have their Application Monies refunded to them (without interest).
The Offer is not underwritten.
The following table shows the intended use of funds together with the existing cash reserves in the one-year period following Admission:
Emerald Clinics Limited operates a network of specialist medical clinics (Clinics) and uses purpose-built software and technology to gather high quality clinical data from informed and consenting patients. The real-world data (RWD) generated across Emerald’s clinical network is commercially valuable and, when anonymised and analysed, can be used as clinical evidence to improve cannabinoid and other medicine development, improve clinical trial design and delivery, develop clinical decision support tools for clinicians, guide pharmacovigilance programs, inform health economic and payment coverage decisions and, ultimately, aims to improve patient health outcomes.
Emerald has established four medical centres in Australia including one site each in West Leederville WA, Woolloomooloo NSW, Tintenbar NSW and Richmond VIC. Additional Clinics are planned across Australia within the next 12 months. Emerald is also considering the viability of expanding its operations in the United Kingdom.
The Company has four wholly owned subsidiaries, which were all incorporated in Western Australia:
Emerald provides patient-centric and independent specialist clinical expertise. All patients are referred to Emerald by a patient’s treating doctor. As such, Emerald forms an integral part of a patient’s care team. Emerald’s Care Model includes suitability screening and treatment planning as well as treatment safety and efficacy monitoring. All patients are invited to share their anonymous clinical data with the Emerald team via an informed consent process.
Emerald's mission is to ensure that cannabinoid-based medicines are appropriately prescribed to suitable patients in order to improve health outcomes and quality-of-life. A core component of the Emerald Care Model is the capture of comprehensive real-world data (RWD), from consenting patients that can be used as real world evidence (RWE) to support innovation across the cannabinoid medicine industry (Emerald Data Platform). All data is captured, encrypted and stored in either an electronic health record (EHR) or an FDA-compliant electronic data capture system (EDC).
In addition to organic growth within the clinical network, Emerald will also seek to acquire data from pharmaceutical companies, research organisations and country-specific health record agencies and regulators to further enrich the Data Platform and Emerald Care Model upon securing all appropriate consents.
Ultimately, the combination of patient access, clinic and drug development customers, along with the revenue from the use of the Data Platform and Emerald Care Model will drive value for investors.
In order to prescribe medicinal cannabis, approvals are required from both the TGA and the relevant State/Territory Health Departments.
The TGA is the Commonwealth authority responsible for ensuring that all therapeutic goods for supply in Australia are safe and fit for their intended purpose. The TGA administers the Therapeutics Good Act 1989 (Cth) (the TG Act), which establishes the regulatory framework for all medicines in Australia.
The TG Act provides a number of mechanisms to enable access to unapproved therapeutic goods. For medicinal cannabis products these include access via the following pathways:
(a) Authorised Prescriber: a medical practitioner applies to the TGA to become an Authorised Prescriber of a medicinal cannabis product to a particular group of patients for a specific indication. An Authorised Prescriber does not need to notify the TGA when they are prescribing the medicinal cannabis product, however they must report on a six-monthly basis. Medical practitioners seeking to become Authorised Prescribers need to have their application approved by a HREC or endorsed by a specialist college. As at the date of the Prospectus, Emerald has two Authorised Prescribers focussed on treating patients with chronic, non-cancer pain.
(b) Special Access Scheme Category B (SAS-B): SAS-B applications are submitted on a per patient basis and must be submitted by a medical practitioner. The applications need to include the patient diagnosis and clinical justification for the proposed prescription, including commentary regarding the seriousness of the relevant condition, justifying the supply of medicinal cannabis products and the way in which the medical practitioner will monitor the safety and efficacy of that product. The application also must identify the proposed medicinal cannabis product and any safety and efficacy data relevant to the proposed product.
(c) Clinical trials: These applications as per the standard pathway of using therapeutic goods supplied for clinical trials in Australia need to follow the TGA:
(i) Clinical Trial Notification (CTN) scheme; or (ii) Clinical Trial Exemption scheme (CTX).
Emerald operates in a market with other companies including those summarised below.
As the market for RWE increases, additional competitors may enter the market. Emerald seeks to distinguish its products and services from its competitors by:
(a) having in place strict product quality control, deep clinical assessment and EDC, with the aim of increasing the quality and value of the RWD collected; and
(b) Emerald's Care Model and Data Platform, which supports long term patient engagement and the development of high quality evidence.
Those Shareholders holding an interest in 5% or more of the Shares on issue as at the date of this Prospectus are as follows.
Based on the information known as at the date of this Prospectus, on Admission the following persons will have an interest in 5% or more of the Shares on issue:
Dr Stewart Washer – Executive Chairman
Stewart has 25 years of CEO and Board experience in medical and agrifood biotech companies. He is currently the Executive Chairman of Emerald Clinics Ltd, Chairman of Orthocell Ltd (ASX:OCC), a regenerative medicine company and Director of Cynata Therapeutics Ltd (ASX:CYP) stem cell therapies.
Stewart has held a number of Board positions in the past, including Chairman of Hatchtech Pty Ltd that was sold in 2015 for A$279m and was a Director of iCeutica that was sold to a US Pharma. He was also a Senator with Murdoch University and was a Director of AusBiotech Ltd. Stewart was previously Chairman of Minomic International Ltd cancer diagnosis and treatment and Director of Zelira Therapeutics Ltd (ASX:ZLD) medical cannabis clinical studies and research.
Stewart resigned from the board of Zelira Therapeutics Ltd on 2 December 2019.
Dr Michael Winlo – Managing Director
Michael has a Bachelor of Medicine and Bachelor of Surgery with Honours from the University of Western Australia as well as a Master of Business Administration from Stanford University. Prior to Emerald, Michael was CEO at Linear Clinical Research Ltd (Linear) until October 2019 – a registered not-for-profit company providing clinical trial services for US- and Asia-based biotech companies. Linear was the first site in Australia and one of only a few in the world to successfully adopt electronic data capture technology. Under Michael's leadership, Linear’s revenues grew over 300% in just over three years (to over $23 million per year). Prior to Linear, Michael was Health Lead at Palantir Technologies – a Big Data company based in Silicon Valley California.
Michael is a non-executive director of Linear.
Dr Alistair Vickery - Executive Director
Alistair is a specialist general practitioner with over 30 years’ experience in general practice. He is a Clinical Professor of Primary Health Care at the University of Western Australia and the clinical lead of the research group CHASM (The Collaborative for Health Care Analysis and Statistical Modelling) - providing high-level analysis and statistical modelling to inform clinical service planning and service evaluation. Alistair is Chair of Black Swan Health, one of the largest primary health care service providers in Western Australia and he is a Fellow of the Australasian College of Health Service Management and an AICD graduate. Previously, Alistair was the Deputy Chair of the Postgraduate Medical Council of WA.
Mr Matthew Callahan - Non-Executive Director
Matthew is an experienced life sciences executive based in Philadelphia. He is the founding CEO of iCeutica Inc. and a co-inventor of some of the technologies that comprise the SoluMatrix Fine Particle Technology drug delivery platform that iCeutica uses to develop new pharmaceuticals. iCeutica has developed 3 products to date that have received FDA approval. He has more than 20 years' legal, intellectual property and investment management experience and is also a director of Orthocell Limited (ASX:OCC) and Botanix Pharmaceuticals Limited (ASX:BOT).
Matthew worked as an investment director for 2 venture capital firms in life sciences and was general manager and general counsel with technology and licensing company Ipernica Limited, now Nearmap Limited (ASX:NEA), where he was responsible for licensing programs that generated more than $120,000,000 in revenue.
Sir John Tooke - Proposed Non-Executive Director
Sir John is a non-executive director at BUPA Chile and was recently a non-executive director of the BUPA main Board and the Chair of the Medical Advisory Council. He is the Chair of Collaboration for the Advancement of Sustainable Medical Innovation (CASMI) UCL and Chaired the Oversight Group for the Academy of Medical Sciences project ‘How we best use scientific evidence to judge the benefits and harms of medicines’. He also served as an Independent review Board Member for Google DeepMind Health (UK). Sir John was Head of the School of Life and Medical Sciences at University College London (UCL) as Vice Provost (Health) and Academic Director of UCL Partners. He is the Immediate Past President of the Academy of Medical Sciences in the UK.
Sir John is a clinician scientist with 30 years’ experience as a consultant physician specialising in diabetes, endocrinology, vascular medicine and internal medicine with broad research experience (basic biomedical, experimental medicine, and applied health research including improvement science) recognised through Fellowship of the Academy of Medical Sciences. He held a Board position at the Francis Crick Institute (2011 -2015) and was a Member of the Council for Science & Technology (2011-2015) reporting to the Prime Minister (UK). It is proposed that Sir John will join the Board upon Emerald’s Admission.
ASX Codes, Offer Opening and Closing Dates are proposed only and are subject to change without notice.
The IPO information on the website provided by 61 Financial only serves general information purposes, it does not constitute financial product advice. All IPO information is retrieved from the Company’s Prospectus. They are subject to change at any time without notice. Investors shall refer to the Prospectus for detailed information.