ESSA Pharma (EPIX) Proxy Filing summary

Executive summary

• Board approved a US $80 million capital distribution to shareholders, scheduled for August 22, 2025, following court authorization as part of the company's winding-up process.

• Distribution will be paid prior to a special meeting on September 10, 2025, to consider and approve the acquisition by XenoTherapeutics, Inc.

• Shareholders are expected to receive approximately US $1.91 per share, excluding contingent value rights, from the distribution and transaction proceeds.

• Forward-looking statements highlight expectations for transaction completion, timing, and potential benefits, subject to various risks and uncertainties.

Voting matters and shareholder proposals

• Special meeting set for September 10, 2025, for shareholders, optionholders, and warrantholders to vote on the proposed acquisition by XenoTherapeutics.

• Proxy materials, including a preliminary proxy statement, have been filed and will be distributed to securityholders.

Board of directors and corporate governance

• Board of directors approved the capital reduction and distribution following court authorization.

• Directors and executive officers may be deemed participants in the proxy solicitation for the transaction.