Cheplapharm AG: TIMETABLE FOR THE PLANNED IPO IS EXTENDED DUE TO UNFAVORABLE MARKET CONDITIONS

DGAP-News: Cheplapharm AG / Key word(s): IPO
28.01.2022 / 13:48
The issuer is solely responsible for the content of this announcement.

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CHEPLAPHARM AG: TIMETABLE FOR THE PLANNED IPO IS EXTENDED DUE TO UNFAVORABLE MARKET CONDITIONS

Greifswald, 28. January 2022 - Cheplapharm AG (the "Company" and, together with its subsidiaries "Cheplapharm"), a leading specialty pharma platform for long-established pharma brands worldwide^[1], has decided to extend the timetable for its IPO originally planned for Q1 2022. The reasons for this decision are the current unfavorable market conditions with a sharp increase in volatility in recent weeks on stock markets around the world, largely due to macro-economic and political uncertainties.

Sebastian Braun, Co-CEO of Cheplapharm AG, comments: "Despite the very positive feedback we have received from many global institutional investors regarding our unique specialty pharma platform, we have decided to extend the timetable for our planned IPO given the current market environment. For now, we remain well positioned to continue on our significant growth path together with all of our business partners across the globe."

Investor Relations Contact

About CHEPLAPHARM

CHEPLAPHARM is a fast-growing pharmaceutical company in Europe, headquartered in Greifswald, Germany, offering branded and niche products in approximately 145 countries worldwide. The family-owned company specializes in selected active substances and indications and focuses on an international buy-and-build strategy.

Please refer to www.cheplapharm.com for additional information.

Press office:

CHEPLAPHARM ǀ Ziegelhof 24 ǀ 17489 Greifswald ǀ presse(at)cheplapharm.com

DISCLAIMER

This release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or South Africa. It does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada, Japan or South Africa or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act"). The shares may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act. There currently is, and there will be no public offer of shares of Cheplapharm AG (the "Company") in the United States. The shares may not be offered or sold in Australia, Canada, Japan or South Africa, or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Japan or South Africa, subject to certain exceptions.

This release constitutes neither an offer to sell nor a solicitation to buy shares of the Company. Special attention is drawn here to that, in case such an offer were to be made, no investor will be allotted shares corresponding to 10% or more of the voting rights in the Company following implementation of the offering as German foreign trade law may require foreign investors to obtain government approval for the acquisition of shares of the Company if the acquirer directly or indirectly holds at least 10% of the voting rights of the Company following the acquisition. Details on German foreign investment control laws will be set out in a prospectus and/or offering circular. A public offer in Germany will be made solely on the basis of a securities prospectus which is yet to be published (including any supplements thereto, if any). An investment decision regarding shares of the Company should only be made on the basis of such securities prospectus. The securities prospectus will be published promptly upon approval by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin)) and will be available free of charge on the website of Cheplapharm AG www.cheplapharm.com under the investor relations section. Approval of the prospectus by BaFin should not be understood as an endorsement of the securities.

This release may in the United Kingdom only be distributed to, and is only directed at, persons who are "qualified investors" within the meaning of Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, and who are also (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This release is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity in shares of the Company is available only to Relevant Persons and will be engaged in only with Relevant Persons.

This release contains forward-looking statements. These statements are based on the current views, expectations, assumptions and information of the management of the Company. Forward-looking statements should not be construed as a promise of future results and developments and involve known and unknown risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in these statements, and neither the Company nor any other person accepts any responsibility for the accuracy of the opinions expressed in this release or the underlying assumptions. The Company does not assume any obligations to update any forward-looking statements. Moreover, it should be noted that all forward looking statements only speak as of the date of this release and that neither the Company nor Credit Suisse Bank (Europe), S.A., Deutsche Bank Aktiengesellschaft, J.P. Morgan SE, Barclays Bank Ireland PLC, Citigroup Global Markets Europe AG, COMMERZBANK Aktiengesellschaft, DZ BANK AG Deutsche Zentral-Genossenschaftsbank and ING Bank N.V. (together, the "Underwriters") or their respective affiliates as defined under Rule 501(b) of Regulation D under the Securities Act ("affiliates") assume any obligation, except as required by law, to update any forward looking statement or to conform any such statement to actual events or developments.

The information contained in this release is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this release or its accuracy, fairness or completeness.

Each of the Company and the Underwriters and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this release, whether as a result of new information, future developments or otherwise.

The Underwriters are acting exclusively for the Company and the selling shareholder and no-one else in connection with the planned offering of shares of the Company (the "Offering"). They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than the Company and the selling shareholder for providing the protections afforded to its clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

The date of the admission to trading of the Company's shares on the regulated market segment (regulierter Markt) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) with simultaneous admission to the sub-segment of the regulated market with additional post-admission obligations (Prime Standard) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) (together, the "Admission") may be influenced by things such as market conditions. There is no guarantee that Admission will occur and no financial decision should be based on the Company's intentions in relation to Admission at this stage. Acquiring investments to which this release relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making such investments should consult an authorized person specializing in advising on such investments. This release does not constitute a recommendation concerning the Offering. The value of shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Offering for the person concerned.

In connection with the Offering, the Underwriters and their respective affiliates may take up a portion of the shares offered in the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such shares and other securities of the Company or related investments in connection with the Offering or otherwise. Accordingly, references in the securities prospectus, once published, to the shares being offered, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or acquisition, placing or dealing by, the Underwriters and their respective affiliates acting in such capacity. In addition, the Underwriters and their respective affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the Underwriters and their respective affiliates may from time to time acquire, hold or dispose of shares of the Company. The Underwriters do not intend to disclose the extent of any such investment or transactions, other than in accordance with any legal or regulatory obligations to do so.

None of the Underwriters or any of their directors, officers, employees, advisers, agents, respective affiliates or any of their affiliates' respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this release (or whether any information has been omitted from the release) or any other information relating to the Company, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this release or its contents or otherwise arising in connection therewith.
^[1] Based on total number of publicly reported deals involving off-patent originator products divested by top-30 biopharma companies (from Jan 1, 2014 to May 14, 2021).

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