The shares of the Company with respect to (i) new shares to the shareholders of Reponex Pharmaceuticals A/S as payment for their shares in Reponex Pharmaceuticals A/S in connection with the Company’s conditional takeover offer of the total issued and outstanding share capital of Reponex Pharmaceuticals A/S (the “Transaction”), (ii) new rights issue shares issued with pre-emptive rights to the existing shareholders of the Company prior to completion of the Transaction in a rights issue and (iii) the admission to trading and official listing of previously unlisted class b-shares in connection with the merger of the Company’s previously issued share classes referred to herein and on the following web page (the “Shares”) have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or with any securities regulatory authority under any applicable securities laws of any state, province, territory, county or jurisdiction of the United States or any other restricted jurisdiction. The Shares may not be offered, sold, resold, pledged, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in or into the United States absent registration, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable state and other securities laws of the United States, or any other restricted jurisdiction. No public offering of the Shares is being, has been or will be made in the United States. Any Shares sold in the United States will be sold only to persons reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the Securities Act) in reliance on Rule 144A under the Securities Act. The information contained herein and on the following web page does not constitute, and should not be construed as, an offer to sell or solicitation of an offer to buy any of the Shares in the United States, “general solicitation or general advertising” under Rule 502(c) of Regulation D under the Securities Act or “directed selling efforts” under Regulation S of the Securities Act.


The Shares have not been approved or disapproved by the U.S. Securities and Exchange Commission, any state securities commission in the United States or any other regulatory authority in the United States, nor have any of the foregoing authorities passed comment upon, or endorsed the merit of, the Shares or the accuracy or the adequacy of the information contained herein and on the following web page. Any representation to the contrary is a criminal offence in the United States.


The Shares have also not been, and will also not be, registered under the applicable securities laws of Canada, Australia or Japan and, subject to certain exemptions, may not be offered or sold in or into or for the account or benefit of any person having a registered address in, or located or resident in Canada, Australia or Japan.


Access to the information and documents contained on the following web page may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents. All persons residing outside of Denmark who wish to have access to the documents contained on the following web page should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access the following web page or require registration or approval for any acquisition of securities by them. No such registration or approval has been obtained outside Denmark. The Company assumes no responsibility if there is a violation of applicable law and regulations by any person.


No information included on the following web page should be used by investors in forming their investment decision as to an investment in the Shares.


By clicking on the “Accept” button below, you certify that (i) you have read and understood the foregoing and (ii) you are not restricted by the laws of your country of residence or any other law to which you are subject to access the following web page.