Acerus Pharmaceuticals Corporation (formerly Trimel Pharmaceuticals Corporation)

  • Date: 2016-01-08

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Form 51-102F3 Material Change Report Item 1

Name and Address of Company

Acerus Pharmaceuticals Corporation 2486 Dunwin Drive Mississauga, Ontario L5L 1J9 Item 2

Date of Material Change

December 30, 2015 Item 3

News Release

A press release was disseminated in Canada and subsequently filed on SEDAR on December 31, 2015. Item 4

Summary of Material Change

Acerus Pharmaceuticals Corporation (the “Company”) announced that the agreement with Endo Ventures Bermuda Limited (an affiliate of Endo International plc) (“Endo”) relating to the commercialization of NATESTO™ in the United States and Mexico (the “Agreement”) will be terminated, effective June 30, 2016. Item 5

Full Description of Material Change

Endo has provided notice of its intention to terminate the Agreement (in accordance with its terms and conditions) with an effective date of June 30, 2016. Under the terms of the Agreement, Endo will continue to sell and distribute NATESTO™ in the U.S. until the effective date of termination. A copy of the Agreement was previously filed on SEDAR at as a material agreement of the Company. Item 6

Reliance on subsection 7.1(2) of National Instrument 51-102

Not Applicable. Item 7

Omitted Information

None. Item 8

Executive Officer

Michael Bumby, Chief Financial Officer, 905-817-8288 Item 9

Date of Report

January 8, 2016