The DFA Discussion, page-35

2023

Opthea has entered into a DFA with Carlyle, Abingworth, and a new co-investor, which includes significant payment obligations. Specifically:

1. Opthea is receiving US$35 million in committed funds under the original DFA

2. An additional US$50 million is being provided under an amended DFA

3. If sozinibercept (OPT-302) is approved in a major market, Opthea will be required to make:

   • A milestone payment after regulatory approval

   • Six subsequent annual fixed success payments

   • Variable success payments of 7% of net sales4

These payments are capped at four times the amount funded to Opthea4.

Given these payment obligations, it's unlikely that Opthea would have referred to "no further amounts payable" in relation to the original capital or success-related payments. The DFA structure clearly involves future financial commitments from Opthea based on the drug's approval and commercial performance.