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Mithra Pharmaceuticals S.A.

M&A Activity Sep 12, 2018

3977_rns_2018-09-12_97245854-9272-4ecd-bdc6-58a73b6949fa.pdf

M&A Activity

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REGULATED INFORMATION INSIDE INFORMATION

Mithra signs landmark contract for commercialization of Estelle® in Europe and Russia with Gedeon Richter

Disclaimer

Agenda 1. Scope of agreement

    1. Estelle® Status
    1. Market: Europe + Russia
    1. Richter
    1. Agreement Terms
    1. Royalty Guidance
    1. Summary

1. Scope of agreement

  • 20-year Exclusive* License for Estelle®
  • Territories :
  • Western & Eastern Europe
  • Russia

2. Estelle® – Status

  • Oral contraceptive product candidate composed of 15 mg Estetrol (E4) and 3 mg drospirenone (DRSP).
  • Recent positive top-line results for pivotal Phase III study in Europe and Russia*
  • Excellent contraceptive efficacy
  • Outstanding bleeding profile, cycle control, quality of life and safety and tolerability
  • Top-line results of the US/Canada Phase III study on track to report in Q1 2019

* Cf Press release 8-08-2018 « Mithra announces positive top-line results of Estelle Phase III oral contraceptive study in EU/Russia »

3. Market: Europe + Russia

  • The European market (including Russia) for contraceptives is valued at approximately EUR 1.6 billion annually, with combined oral contraceptives (COCs) accounting for over 69.1%.
  • The territories under the agreement represent 21.6% in value of the worldwide oral contraceptive market (EUR 5.2 billion), making this a key region for the commercialization of Estelle®.

*IMS Analytics Link Q3/2017. CAGR volume 2013-2027: -1.7%. IMS numbers based on the 30 most important countries of the 54 countries under the agreement.

4. Richter – An ideal partner for Estelle®

  • Headquartered in Budapest, Hungary
  • A significant player in international Women's Healthcare
  • Major pharmaceutical company in Central & Eastern Europe, with an expanding direct presence in Western Europe, China and Latin America
  • Market capitalization of EUR 3.5 billion; consolidated sales of approximately EUR 1.4 billion in 2017
  • Richter product portfolio covers important therapeutic areas, including Women's Health, Central Nervous System and Cardiovascular
  • Largest R&D unit in Central & Eastern Europe, original research activity focuses on CNS disorders, also active in biosimilar product development
  • Gedeon Richter Plc. (www.richter.hu)

4. Richter – An ideal partner for Estelle®

  • Women's Health sales amounted to EUR 469.4 million in 2017 (40% of total sales for the company), with the oral contraceptive portfolio representing a turnover of EUR 292.9 million.
  • Richter is a market leader in Russia & Eastern Europe
  • Rapidly growing presence in Western Europe is an important driver of the Women's Health division
  • The company has a clear strategy to further strengthen the franchise in Eastern and Western Europe, with the addition of innovative products such as Estelle®.

*Richter company report: https://www.richter.hu/en-US/investors/company-reports/Quarterly%20reports/RCH180212QR01E.pdf

5. Agreement Terms: license

  • Milestones: 55 million downpayment
  • o EUR 35 million upfront on contract signature
  • o EUR 20 million related to market approvals
  • Potential additional sales-related milestones
  • Royalties
  • o Tiered royalties from high single-digit to substantial double-digits in view of sales volumes

4. Agreement Terms : Supply

  • Mithra to receive guaranteed annual recurring revenues (MAQ)
  • Production options
  • Mithra to manufacture initial supplies of Estelle® for Richter at its CDMO*.
  • Richter to evaluate the option to manufacture and supply Estelle® as well as key API's in territories under the agreement.
  • In view of the production forecasts of this contract and previously closed agreements, this option may offer Mithra a competitively priced future manufacturing source when the Mithra CDMO reaches full capacity.

6. Deal potential

  • Annual partner (Gedeon Richter) revenue if Estelle reaches a market share of:
  • A. 5% in Europe and 7,5% in Russia = € 175 Million
  • B. 7,5% in Europe and 10% in Russia = € 260 Million
  • C. 10% in Europe and 15% in Russia = € 350 Million
  • D. 15% in Europe et 20% in Russia = € 520 Million

7. Summary

  • Major endorsement of Estelle®'s potential as a next-generation COC with enhanced benefit / risk profile
  • Significant partnership with Women's Health leader in world's second-largest market by value
  • Potential for substantial royalties and revenues over lifetime of contract

Thank you for your attention Any questions?

[email protected] +32 4 349 28 22

[email protected] +32 4 349 28 22

investors.mithra.com

N.V Mithra Pharmaceuticals S.A.

Rue St-Georges 5/7 - 4000 Liège • Tel : +32 (0)4 349 28 22 • Fax : +32 (0)4 349 28 21 • [email protected] • www.mithra.com

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