CAMBRIDGE, Mass. & PARIS – (BUSINESS WIRE) – Regulatory news:

Voluntis (Euronext Growth Paris, mnemonic: ALVTX – ISIN: FR0004183960), leader in digital therapeutics, today announced a collaboration agreement with Eisai (headquarters: Tokyo) to design and develop innovative digital therapies (DTx) to support cancer patients as well as Eisai’s strategic investment in Voluntis.

Collaboration and licensing agreement further enriches Voluntis’ commercial pipeline

By leveraging Voluntis’ Theraxium technology platform, the two companies will collaborate on the new DTx specially designed for patients and healthcare professionals to support cancer treatment.

The partners’ goals are to jointly design and develop new DTxes and assess their benefits for patients, caregivers and healthcare professionals. Ultimately, companies will collaborate on the commercialization of DTx, once cleared for commercialization by regulatory authorities. The new assets will be designed with the intention of being marketed in the US, Japanese and European markets. The initiative supports both partners’ strategy of using digital technology to improve treatment experiences and patient outcomes. The DTx will be based on the Theraxium platform, which powers Voluntis’ digital therapy portfolio, including its proprietary first-class oncology solution that has received marketing authorization in the United States and Europe.

In addition to their oncology partnership, the partners will explore other collaboration opportunities to develop, evaluate and market digital therapies based on the Theraxium platform in the field of neurology, another strategic focus for Eisai, especially for Alzheimer’s disease. and dementia.

Pierre Leurent, CEO of Voluntis, said: “We are delighted to start this alliance with Eisai, a leader in life sciences driven by a human health care philosophy. Our teams are committed to contributing to this mission, by providing complementary skills and capacities to enable this collaboration. We are honored by the trust Eisai places in us and see it as recognition of Voluntis as a trusted global partner for pharmaceutical companies developing digitally augmented therapies ”.

Following this strategic agreement, Voluntis is increasing its global presence with a new opportunity to commercialize its technology in Japan. The collaboration also enriches DTx’s portfolio in the company’s pharmaceutical partnership, once again demonstrating the strength of its Theraxium platform, a cutting-edge technology to accelerate and reduce the risk of strategic DTx initiatives of major pharmaceutical players.

Main terms of Eisai’s strategic investment

In addition to the payment made during the execution of the collaboration and license agreement, Eisai makes a strategic investment in Voluntis. This transaction will strengthen the partnership between the two companies.

The investment will be made through the issue reserved for Eisai of 100,361 ordinary shares without preferential subscription rights for the existing shareholders of the Company. The issue price of the new shares was set at 4.15 euros per share. Upon settlement of the new shares, Eisai will hold approx. 1.1% of the share capital of Voluntis and approx. 0.86% of the voting rights.

Kazumasa Nagayama, Strategy Director of Eisai, said: “Eisai aims to become a ‘Medico Societal Innovator’ (a company that changes society by creating medicines and providing solutions) in our medium business plan. term “EWAY 2025”. Partnering with Voluntis, a leading DTx company, is one of our key initiatives to make this happen. We hope this alliance will help increase the benefits available to patients and their families ”.

Please refer to page 5 for more details on the financial transaction.

About Voluntis

Voluntis creates digital therapies that allow people with chronic conditions to manage their treatment on their own every day, improving outcomes in the real world. Voluntis’ solutions, combining mobile and web applications, use clinical algorithms to deliver personalized recommendations to patients and their care teams. For example, these recommendations are used to adjust the dosage of treatment, manage side effects, or monitor symptoms. Leveraging its Theraxium technology platform, Voluntis has designed and operated multiple digital therapies, particularly in oncology and diabetes. Voluntis maintains long-standing partnerships with leading life science companies. Based in Cambridge, MA, and Paris, France, Voluntis is a founding member of the Digital Therapeutics Alliance. For more information, please visit: www.voluntis.com

Ticker: ALVTX – ISIN: FR0004183960

About Eisai

Eisai is a leading global research and development-based pharmaceutical company based in Japan with approximately 10,000 employees worldwide. We define our corporate mission as “putting patients and their families first and increasing the benefits of health care,” what we call our philosophy of human health care (hhc). We strive to realize our hhc philosophy by providing innovative products in therapeutic areas with high unmet medical needs including oncology and neurology. In the spirit of hhc, we take this commitment even further by applying our scientific expertise, clinical capabilities and patient insight to discover and develop innovative solutions that help address society’s most challenging unmet needs, including neglected tropical diseases and the sustainable development goals.

For more information on Eisai, please visit www.eisai.com (for global), us.eisai.com (for the United States) or www.eisai.eu (for Europe, Middle East, Africa), and connect with us on Twitter (we. and global) and LinkedIn (for us).

Warning

This press release contains certain forward-looking statements regarding the Voluntis group and its businesses, including its prospects and the development of product candidates. These forward-looking statements are based on what Voluntis considers to be reasonable assumptions. However, there can be no assurance that the estimates contained in these forward-looking statements will be verified, these estimates being subject to numerous risks, including the risks set out in the 2019 annual financial report and the 2020 half-year financial report published by Voluntis. April 30, 2020 and September 29, 2020 respectively (a copy of which is available at www.voluntis.com) and to changes in economic conditions, financial markets and the markets in which Voluntis operates. The forward-looking statements contained in this press release are also subject to risks which are not yet known to Voluntis or which are not currently considered material by Voluntis. The occurrence of all or part of these risks could cause the actual results, financial conditions, performance or achievements of Voluntis to differ materially from these forward-looking statements. Voluntis expressly disclaims any obligation to update these forward-looking statements.

Financial transaction details

The Voluntis Board of Directors of April 26, 2021, using the delegation granted by the Company’s general meeting of June 29, 2020 under its 26e resolution, decided to issue a total number of 100,361 new ordinary shares, with a par value of € 0.10 each, and reserved the subscription to Eisai (falling under the category of persons defined in 26e resolution1).

The capital increase, representing approximately 1.1% of the Company’s share capital, on an undiluted basis, before the completion of the offer, was carried out without preferential subscription rights for shareholders, pursuant to article L. 225-138 of the French Commercial Code.

The issue price of the new shares was set at 4.15 euros per share. This price corresponds to the average of the volume-weighted average prices of the last 3 trading sessions preceding its fixing, in accordance with 26e resolution of the combined general meeting of the Company of June 29, 2020. The gross issue proceeds for Voluntis is € 416,498.15 (issue premium included).

Impact of the question on the distribution of capital

As an indication, the participation of a shareholder holding 1% of the Company’s capital before the capital increase will become approximately 0.99% after the transaction.

Before the show

After the show

# of

% of

% of

# of

% of

% of

actions

share capital

right to vote

actions

share capital

right to vote

Management and employees

405,161

4.5%

6.8%

405,161

4.5%

6.7%

Bpifrance participations

1,890,974

21.1%

16.3%

1,890,974

20.9%

16.2%

SHAM Innovation Health

975,218

10.9%

16.8%

975,218

10.8%

16.7%

LBO France

609,839

6.8%

10.5%

609,839

6.7%

10.4%

Vesalius Biocapital

544,282

6.1%

9.4%

544,282

6.0%

9.3%

Debiopharm innovation fund

885,778

9.9%

7.6%

885,778

9.8%

7.6%

Indigo

491 782

5.5%

4.2%

491 782

5.4%

4.2%

Eisai

100 361

1.1%

0.9%

Other

3,144,234

35.1%

28.3%

3,144,234

34.8%

28.1%

TOTAL

8 947 268

100.00%

100.00%

9 047 629

100.00%

100.00%

Settlement-delivery and listing of new shares

The settlement and delivery of the new shares and their admission to trading on the Euronext Growth market in Paris are scheduled for May 3rd, 2021, subject to usual conditions. The new ordinary shares will be admitted to trading on the Euronext Growth Paris market on the same listing line as the existing ordinary Voluntis shares already listed under the same ISIN code FR0004183960 – ALVTX. The new ordinary shares will be immediately assimilated to the existing ordinary shares of Voluntis.

The offer was not the subject of a prospectus to be approved by the Autorité des marchés financiers (Financial Markets Authority – the “AMF”).

______________________

1
that is to say “natural or legal persons (including companies), trusts or investment funds, or other investment vehicles, whatever their form (including, without limitation, any investment fund or venture capital company , in particular any FPCI, FCPI or FIP), governed by French or foreign law, shareholders or not of the Company, who regularly invest in the technology sector“.