13D Filing: Orbimed Israel Biofund GP Limited Partnership and Novus Therapeutics Inc. (NVUS)

Page 6 of 9 – SEC Filing

In connection with the Otic Transaction, the Reporting Persons designated Chimovits to serve as a member of the Board of Directors of the Issuer, and, accordingly, the Reporting Persons may have the ability to affect and influence control of the Issuer.  From time to time, Chimovits may receive stock options or other awards of equity based compensation pursuant to the Issuer’s compensation arrangements for non-employee directors.  Chimovits is obligated to transfer any Shares issued under any such stock options or other awards, or the economic benefit thereof, to OrbiMed Israel or an affiliate, which will in turn ensure that such Shares or economic benefits are provided to OrbiMed Partners.
Except as described above or elsewhere in this Statement or incorporated by reference in this Statement, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between any of the Reporting Persons or, to the best of their knowledge, any of the persons named in Schedule B to this Statement or between any of the Reporting Persons and any other person or, to the best of their knowledge, any person named in Schedule B to this Statement and any other person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
Item 7.
Materials to be Filed as Exhibits.
Exhibit No.
Description
A.
Joint Filing Agreement between OrbiMed Israel GP Ltd. and OrbiMed Israel BioFund GP Limited Partnership.

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