Galecto, Inc. — Major Shareholding Notification 2020

Nov 12, 2020

SC 13G 1 formsch13g.htm

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

GALECTO, INC.

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(Name of Issuer)

Common Stock

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(Title of Class of Securities)

36322Q107

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(CUSIP Number)

November 2, 2020

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(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

| [ ] | Rule
13d-1(b) |
| --- | --- |
| [X] | Rule
13d-1(c) |
| [ ] | Rule 13d-1(d) |

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Soleus
Private Equity Fund I, L.P.
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 863,048
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 863,048
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 863,048
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 3.51%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| PN |
| FOOTNOTES |
| (1)
The shares are owned directly by Soleus Private Equity Fund I, L.P. (“Soleus PE”). Soleus Private Equity GP I, LLC (“Soleus GP”) is the sole general partner of Soleus
PE. Soleus GP holds voting and dispositive power over the shares held by Soleus PE. Soleus PE GP I, LLC is the sole manager
of Soleus GP. Mr. Guy Levy is the sole managing member of Soleus PE GP I, LLC. Each of Mr. Guy Levy, Soleus PE GP I, LLC and
Soleus GP disclaims beneficial ownership of these securities held by Soleus PE and this report shall not be deemed an
admission that they are the beneficial owners of such securities for purposes of Section 13(d) of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”), or for any other purpose, except to the extent of their respective
pecuniary interests therein. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of Galecto, Inc. (the “Issuer”),
as set forth in the Issuer’s Rule 424(b)(4) Prospectus filed with the Securities and Exchange Commission (the “SEC”)
on October 30, 2020 (the “Prospectus”). |

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Soleus
Private Equity GP I, LLC
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 863,048
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 863,048
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 863,048
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 3.51%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| OO |
| FOOTNOTES |
| (1)
The shares of common stock reported in this row are owned directly by Soleus PE. Soleus GP is the sole general partner of
Soleus PE. Soleus GP holds voting and dispositive power over the shares held by Soleus PE. Soleus PE GP I, LLC is the sole
manager of Soleus GP. Mr. Guy Levy is the sole managing member of Soleus PE GP I, LLC. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the
Prospectus. |

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Soleus
PE GP I, LLC
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b)
[ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 863,048
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 863,048
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 863,048
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 3.51%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| OO |
| FOOTNOTES |
| (1)
The shares of common stock reported in this row are owned directly by Soleus PE. Soleus GP is the sole general partner of
Soleus PE. Soleus GP holds voting and dispositive power over the shares held by Soleus PE. Soleus PE GP I, LLC is the sole
manager of Soleus GP. Mr. Guy Levy is the sole managing member of Soleus PE GP I, LLC. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the
Prospectus. |

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| CUSIP
NO. |
| --- |
| 1 |
| NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
| Soleus
Capital Master Fund, L.P. |
| 2 |
| CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
| (a) [ ] |
| (b)
[ ] |
| 3 |
| SEC
USE ONLY |
| 4 |
| CITIZENSHIP
OR PLACE OF ORGANIZATION |
| Cayman
Islands |

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 655,000
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 655,000
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 655,000
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 2.66%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| FI |
| FOOTNOTES |
| (1)
The shares of common stock reported in this row are held by Soleus Capital Master Fund, L.P. (“Master Fund”). Soleus Capital, LLC is the sole general partner of Master
Fund and thus holds voting and dispositive power over the shares held by Master Fund. Soleus Capital Group, LLC is the sole
managing member of Soleus Capital, LLC. Mr. Guy Levy is the sole managing member of Soleus Capital Group, LLC. Each of Soleus
Capital Group, LLC, Soleus Capital, LLC and Mr. Guy Levy disclaims beneficial ownership of these securities held by Master
Fund and this report shall not be deemed an admission that they are the beneficial owners of such securities for purposes
of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of their respective pecuniary interests
therein. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the
Prospectus. |

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Soleus
Capital, LLC
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b)
[ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 655,000
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 655,000
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 655,000
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 2.66%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| OO |
| FOOTNOTES |
| (1)
The shares of common stock reported in this row are held by Master Fund. Soleus Capital, LLC is the sole general partner of
Master Fund and thus holds voting and dispositive power over the shares held by Master Fund. Soleus Capital Group, LLC is
the sole managing member of Soleus Capital, LLC. Mr. Guy Levy is the sole managing member of Soleus Capital Group, LLC. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the
Prospectus. |

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Soleus
Capital Group, LLC
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b)
[ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 655,000
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 655,000
(1) |

| 9 |
| --- |
| AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 655,000
(1) |
| 10 |
| CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| [ ] |
| 11 |
| PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 2.66%
(2) |
| 12 |
| TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
| OO |
| FOOTNOTES |
| (1)
The shares of common stock reported in this row are held by Master Fund. Soleus Capital, LLC is the sole general partner of
Master Fund and thus holds voting and dispositive power over the shares held by Master Fund. Soleus Capital Group, LLC is
the sole managing member of Soleus Capital, LLC. |
| (2)
This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the
Prospectus. |

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CUSIP NO.
1
NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Guy
Levy
2
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b)
[ ]
3
SEC
USE ONLY
4
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
| --- |
| SOLE
VOTING POWER |
| 0 |
| 6 |
| SHARED
VOTING POWER |
| 1,518,048
(1) |
| 7 |
| SOLE
DISPOSITIVE POWER |
| 0 |
| 8 |
| SHARED
DISPOSITIVE POWER |
| 1,518,048
(1) |

9
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,518,048
(1)
10
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
11
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.17%
(2)
12
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
FOOTNOTES
(1) 863,048 of the shares of common stock reported in this row are held directly by Soleus PE and 655,000 of the shares of common stock reported in this row are held directly by Master Fund. Soleus GP is the sole general partner of Soleus PE, Soleus PE GP I, LLC is the sole manager of Soleus GP, and Mr. Guy Levy is the sole managing member of Soleus PE GP I, LLC. Soleus Capital, LLC is the sole general partner of Master Fund, Soleus Capital Group, LLC is the sole managing member of Soleus Capital, LLC, and Mr. Guy Levy is the sole managing member of Soleus Capital Group, LLC. Mr. Guy Levy disclaims beneficial ownership of these securities held by Soleus PE and Master Fund, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of his pecuniary interest therein. (2) This percentage is calculated based upon 24,585,276 shares of common stock outstanding of the Issuer, as set forth in the Prospectus.

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Item 1.

(a)
Galecto,
Inc.

| (b) |
| --- |
| Ole
Maaloes Vej 3 DK-2200
Copenhagen N Denmark |

Item 2.

| (a) |
| --- |
| Soleus
Private Equity GP I, LLC Soleus
Private Equity Fund I, L.P. Soleus
PE GP I, LLC Soleus
Capital Master Fund, L.P. Soleus
Capital, LLC Soleus
Capital Group, LLC Guy
Levy |

| (b) |
| --- |
| Soleus
Private Equity GP I, LLC 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Soleus
Private Equity Fund I, L.P. 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Soleus
PE GP I, LLC 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Soleus
Capital Master Fund, L.P. 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Soleus
Capital, LLC 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Soleus
Capital Group, LLC 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 Guy
Levy c/o
Soleus Private Equity GP I, LLC 104
Field Point Road, 2 nd Floor Greenwich,
CT 06830 |

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| (c) |
| --- |
| Soleus
Private Equity GP I, LLC - Delaware Soleus
Private Equity Fund I, L.P. – Delaware Soleus
PE GP I, LLC – Delaware Soleus
Capital Master Fund, L.P. – Cayman Islands Soleus
Capital, LLC – Delaware Soleus
Capital Group, LLC - Delaware Guy
Levy – United States |

(d)
Common
Stock

(e)
36322Q107

ITEM 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

| (a) | [ ] | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| --- | --- | --- |
| (b) | [ ] | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| (c) | [ ] | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. [ ]78c). |
| (d) | [ ] | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). |
| (e) | [ ] | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | [ ] | An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | [ ] | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| (h) | [ ] | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | [ ] | A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3); |
| (j) | [ ] | A
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J). |
| (k) | [ ] | Group,
in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution: |

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ITEM 4. Ownership.

Reference is made to Items 5 – 11 on the preceding pages of this Schedule 13G.

Master Fund and Soleus PE (collectively, the “Funds”) collectively hold, as of November 12, 2020, an aggregate of 1,518,048 common shares (the “Shares”) of the Issuer.

As the general partner of Soleus PE, Soleus GP may be deemed to have shared power to vote or direct the vote and to dispose or to direct the disposition of the Shares held by Soleus PE. As the sole manager of Soleus GP, Soleus PE GP I, LLC may be deemed to have shared power to vote or to direct the vote and to dispose or direct the disposition of the Shares held by Soleus PE. As the sole managing member of Soleus PE GP I, LLC, Mr. Guy Levy may be deemed to have shared power to vote or direct the vote and to dispose or to direct the disposition of the Shares held by Soleus PE.

As the general partner of Master Fund, Soleus Capital, LLC may be deemed to have shared power to vote or direct the vote and to dispose or to direct the disposition of the Shares held by Master Fund. As the sole managing member of Soleus Capital, LLC, Soleus Capital Group, LLC may be deemed to have shared power to vote or to direct the vote and to dispose or direct the disposition of the Shares held by Master Fund. As the sole managing member of Soleus Capital Group, LLC, Mr. Guy Levy may be deemed to have shared power to vote or direct the vote and to dispose or to direct the disposition of the Shares held by Master Fund.

Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that Mr. Levy, Soleus PE GP I, LLC, Soleus GP, Soleus Capital, LLC or Soleus Capital Group, LLC is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is expressly disclaimed.

ITEM 5. Ownership of Five Percent or Less of a Class

Not applicable.

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

ITEM 8. Identification and Classification of Members of the Group

Not applicable.

ITEM 9. Notice of Dissolution of Group

Not applicable.

| Item
10. |
| --- |
| By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose, or with the effect, of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or
effect. |

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

| Date : | November
12, 2020 | Soleus
Private Equity Fund I, L.P. | |
| --- | --- | --- | --- |
| | | By: | Soleus
Private Equity GP I, LLC, its General Partner |
| | | By: | Soleus
PE GP I, LLC, its Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus
Private Equity GP I, LLC | |
| | | By: | Soleus
PE GP I, LLC, its Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus
PE GP I, LLC | |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Capital Master Fund, L.P. | |
| | | By: | Soleus
Capital, LLC, its General Partner |
| | | By: | Soleus
Capital Group, LLC, its Managing Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Capital, LLC | |
| | | By: | Soleus
Capital Group, LLC, its Managing Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus
Capital Group, LLC | |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | /s/ Guy Levy | |
| | | Name: | Guy
Levy |

Footnotes:
Attention:	Intentional
misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

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EXHIBIT A

JOINT FILING AGREEMENT

Soleus Private Equity GP I, LLC, a Delaware limited liability company, Soleus Private Equity Fund I, L.P., a Delaware limited partnership, Soleus PE GP I, LLC, a Delaware limited liability company, Soleus Capital Master Fund, L.P., a Cayman Islands exempted limited partnership, Soleus Capital, LLC, a Delaware limited liability company, Soleus Capital Group, LLC, a Delaware limited liability company, and Guy Levy, an individual, hereby agree to file jointly the statement on Schedule 13G to which this Joint Filing Agreement is attached, and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934, as amended.

It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness or accuracy of information concerning the other party unless such party knows or has reason to believe that such information is inaccurate.

It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the statement on Schedule 13G, and any amendments hereto, filed on behalf of each of the parties hereto.

| Date : | November
12, 2020 | Soleus Private Equity Fund I, L.P. | |
| --- | --- | --- | --- |
| | | By: | Soleus
Private Equity GP I, LLC, its General Partner |
| | | By: | Soleus
PE GP I, LLC, its Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Private Equity GP I, LLC | |
| | | By: | Soleus
PE GP I, LLC, its Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus PE GP I, LLC | |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Capital Master Fund, L.P. | |
| | | By: | Soleus
Capital, LLC, its General Partner |
| | | By: | Soleus
Capital Group, LLC, its Managing Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Capital, LLC | |
| | | By: | Soleus
Capital Group, LLC, its Managing Manager |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | Soleus Capital Group, LLC | |
| | | By: | /s/
Guy Levy |
| | | Name: | Guy
Levy |
| | | Title: | Managing
Member |
| Date : | November
12, 2020 | /s/ Guy Levy | |
| | | Name: | Guy
Levy |

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