Pursuant to a Share Subscription Facility agreement (SSF),
GEM committed to provide up to CHF 50 million to RELIEF
THERAPEUTICS Holding SA in exchange for registered shares of
RELIEF THERAPEUTICS Holding SA in the period from
January 20, 2021, to January 20, 2024, at the discretion of
RELIEF THERAPEUTICS Holding SA, subject to certain
exceptions and limitations. No drawdowns have been made
until December 19, 2022,resulting in a remaining balance of
the full amount under the SSF of CHF 50 million. GEM's
purchase position has been calculated using the closing
price of the registered shares of RELIEF THERAPEUTICS
Holding SA on SIX Swiss Exchange on December 19, 2022 (CHF
0.0288) and applying the 10% discount agreed in the SSF
(resulting in a share price of CHF 0.02592), by dividing the
remaining balance under the SSF of CHF 50 million by such
share price of CHF 0.02592. However, according to the
terms of the SSF, future subscription prices under the SSF
will correspond to 90% of the average of the closing bid
prices on SIX Swiss Exchange during the relevant reference
period, which corresponds to 15 trading days following
RELIEF THERAPEUTICS Holding SA's relevant subscription
request, subject to certain exceptions and limitations.
Therefore, note that the actual subscription price at which
GEM may be requested to subscribe for registered shares
of RELIEF THERAPEUTICS Holding SA under the SSF may be lower
or higher than the share price applied above, and
accordingly, the number of voting rights GEM may acquire as
a result thereof may be higher or lower than as set
forth in this disclosure.