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Telix Pharmaceuticals Ltd M&A Activity 2024

Apr 10, 2024

31324_rns_2024-04-10_0b1cf86e-acd4-477e-bf48-bab543970f01.pdf

M&A Activity

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Telix Pharmaceuticals Limited ACN 616 620 369 55 Flemington Road North Melbourne Victoria, 3051 Australia

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ASX RELEASE

Telix Completes Acquisition of ARTMS, Inc. and its Advanced Isotope Production Platform

Melbourne (Australia) – 11 April 2024 . Telix Pharmaceuticals Limited (ASX: TLX, Telix, the Company) today announces the completion of the acquisition of radioisotope production technology firm ARTMS Inc. (ARTMS), its advanced cyclotron-based isotope production platform, manufacturing plant and stockpile of ultra-pure rare metals required for consumable target production[1] .

ARTMS, based in Vancouver, BC (Canada), is a privately held, commercial-stage company, which specialises in the physics, chemistry and materials science of cyclotron-produced radionuclides. Its core technology platform, the QUANTM Irradiation System™ (QIS™), is a complete cyclotron-based isotope production system designed to support high efficiency, large-scale and cost-effective production of commercially important medical isotopes such as zirconium-89 ([89] Zr), gallium-68 ([68] Ga), technetium ‐ 99m ([99m] Tc) and copper-64 ([64] Cu). QIS™ is used today by many of the major manufacturing networks to optimise production of a range of medical radioisotopes.

ARTMS’ portfolio of advanced cyclotron technologies also has immediate application and differentiation in the production of future commercially important alpha-emitting, therapeutic isotopes, including actinium-225 ([225] Ac) and astatine-211 ([211] At).

The acquisition further enhances the vertical integration of Telix’s supply chain and manufacturing by providing a greater level of supply chain and regulatory control over the production of key isotopes.

Dr Christian Behrenbruch, Managing Director and Group CEO of Telix said, “ARTMS is a leader in the field of “next generation” cyclotron isotope production. This acquisition has multiple commercial, clinical and organisational synergies that are highly complementary to our commercial and clinical product portfolio. Most importantly this technology is designed to facilitate broader patient access to therapeutic and diagnostic radiopharmaceuticals through its efficient, high-yield production techniques. We are delighted to welcome the talented ARTMS team, their unique intellectual property, and highly differentiated technologies to the Telix Group of companies.”

Transaction terms

The upfront consideration value is US$57.5 million (approximately AU$86.8 million) of which US$42.5 million (approximately AU$64.2 million) has been paid to ARTMS Inc. in equity through the issue of 5,674,635 fully paid ordinary Telix shares at AU$11.50 per share[2] , with US$15.0 million (approximately AU$22.6 million) paid in cash[3] .

A further US$24.5 million (approximately AU$37.0 million) in contingent future earn-out payments is payable in cash following achievement of certain clinical or commercial milestones. The purchase price also includes cash earn-outs representing low single to low double-digit percentage of net sales of ARTMS products or Telix products prepared using ARTMS products for defined periods depending on the product location where the sale occurs. All earn-outs which have not otherwise expired will terminate on the 10 year anniversary of completion. Equity is subject to voluntary escrow

1 Refer to Telix ASX disclosure 5 March 2024.

2 Volume weighted average price of shares (VWAP) for the 10 trading day period up to and including 1 March 2024.

Refer to the Appendix 2A lodged with ASX today for further details.

3 Assumes an AUD:USD exchange rate of 0.6623 (used throughout this announcement).

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conditions[4] .

ARTMS will operate as a stand-alone technology arm of Telix – with operations expanded to leverage Telix Manufacturing Solutions (TMS) in Belgium as a key research and development footprint.

About Telix Pharmaceuticals Limited

Telix is a biopharmaceutical company focused on the development and commercialisation of diagnostic and therapeutic radiopharmaceuticals and associated medical devices. Telix is headquartered in Melbourne, Australia, with international operations in the United States, Europe (Belgium and Switzerland), and Japan. Telix is developing a portfolio of clinical and commercial stage products that aims to address significant unmet medical needs in oncology and rare diseases. Telix is listed on the Australian Securities Exchange (ASX: TLX).

Telix’s lead imaging product, gallium-68 ([68] Ga) gozetotide injection (also known as[68] Ga PSMA-11 and marketed under the brand name Illuccix®), has been approved by the U.S. Food and Drug Administration (FDA)[5] , by the Australian Therapeutic Goods Administration (TGA)[6] , and by Health Canada[7] .

Visit www.telixpharma.com for further information about Telix, including details of the latest share price, announcements made to the ASX, investor and analyst presentations, news releases, event details and other publications that may be of interest. You can also follow Telix on X and LinkedIn.

Telix Investor Relations

Ms. Kyahn Williamson Telix Pharmaceuticals Limited SVP Investor Relations and Corporate Communications Email: [email protected]

This announcement has been authorised for release by the Telix Pharmaceuticals Limited Disclosure Committee on behalf of the Board.

Legal Notices

The information contained in this announcement is not intended to be an offer for subscription, invitation or recommendation with respect to shares of Telix Pharmaceuticals Limited (Telix) in any jurisdiction, including the United States. No representation or warranty, express or implied, is made in relation to the accuracy or completeness of the information contained or opinions expressed in the course of this announcement. The information contained in this announcement is subject to change without notification.

This announcement may contain forward-looking statements that relate to anticipated future events, financial performance, plans, strategies or business developments. Forward-looking statements can generally be identified by the use of words such as “may”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “outlook”, “forecast” and “guidance”, or other similar words. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements are based on the Company’s good-faith assumptions as to the financial, market, regulatory and other risks and considerations that exist and affect the Company’s business and operations in the future and there can be no assurance that any of the assumptions will prove to be correct. In the context of Telix’s business, forward-looking statements may include, but are not limited to, statements about: the initiation, timing, progress and results of Telix’s preclinical and clinical studies, and Telix’s research and development programs; Telix’s ability to advance product candidates into, enrol and successfully complete, clinical studies, including multi-national clinical trials; the timing or likelihood of regulatory filings and approvals, manufacturing activities and product marketing activities; the commercialisation of Telix’s product candidates, if or when they have been approved; estimates of Telix’s expenses, future revenues and capital requirements; Telix’s financial

  • 4 Refer to the Appendix 2A lodged with ASX today for further details.

  • 5 Telix ASX disclosure 20 December 2021.

  • 6 Telix ASX disclosure 2 November 2021.

  • 7 Telix ASX disclosure 14 October 2022.

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performance; developments relating to Telix’s competitors and industry; and the pricing and reimbursement of Telix’s product candidates, if and after they have been approved. Telix’s actual results, performance or achievements may be materially different from those which may be expressed or implied by such statements, and the differences may be adverse. Accordingly, you should not place undue reliance on these forward-looking statements. You should read this announcement together with our risk factors, as disclosed in our most recently filed reports with the ASX or on our website.

To the maximum extent permitted by law, Telix disclaims any obligation or undertaking to publicly update or revise any forward-looking statements contained in this announcement, whether as a result of new information, future developments or a change in expectations or assumptions.

©2024 Telix Pharmaceuticals Limited. The Telix Pharmaceuticals®, Illuccix®, ARTMS® and QIS™ names and logos are trademarks of Telix Pharmaceuticals Limited and its affiliates – all rights reserved.

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