Market Overview

Poxel Expands Metabolic Pipeline Through Strategic Acquisition Agreement with DeuteRx for DRX-065, a Novel Clinical Stage Drug Candidate for NASH, and Other Programs

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  • Poxel acquires exclusive, worldwide ownership to DRX-065
    (deuterium-stabilized R-pioglitazone), a clinical stage program being
    pursued for the treatment of NASH
  • Additional programs, including deuterated drug candidates for
    metabolic, specialty and rare diseases, also acquired from DeuteRx
  • Poxel plans to advance PXL770 and DRX-065, two differentiated
    product candidates with unique and complementary mechanisms of action,
    into proof-of-concept studies for the treatment of NASH in 2019

POXEL
SA
(Euronext – POXEL - FR0012432516), a biopharmaceutical company
focused on the development of innovative treatments for metabolic
disorders, including type 2 diabetes and non-alcoholic steatohepatitis
(NASH), and DeuteRx
LLC
, a privately-held clinical-stage biopharmaceutical company
dedicated to improving racemic drugs, today announced that Poxel has
acquired DRX-065, a novel clinical stage drug candidate that the company
plans to develop for the treatment of NASH. Poxel has also acquired a
portfolio of additional deuterated drug candidates from DeuteRx for
metabolic, specialty and rare diseases.

This press release features multimedia. View the full release here:
https://www.businesswire.com/news/home/20180829005794/en/

Poxel will pay DeuteRx an upfront payment composed of EUR 6.8 million
(USD 8 million) in cash plus 1.29 million in new ordinary shares of
Poxel common stock, representing 4.99 percent of Poxel's issued capital.
DeuteRx is also eligible to receive development, regulatory and
sales-based milestone payments, and royalties on net sales.

"Today's announcement is strategically important to Poxel and represents
the third major corporate transaction that we have accomplished in the
past year," said Thomas Kuhn, CEO of Poxel. "With the partnerships for
Imeglimin with Sumitomo Dainippon Pharma and with Roivant Sciences, and
the successful completion of the Phase 1 program for PXL770, a direct
AMPK activator that we are advancing for the treatment of NASH, together
with this important agreement with DeuteRx, we have strengthened the
company both financially and strategically. We are very excited about
our robust, well-diversified, mid- to late-stage metabolic pipeline
targeting large market opportunities, as well as earlier-stage metabolic
programs advancing in development."

Strategic expansion of Poxel's metabolic pipeline through agreement
with DeuteRx

Through this strategic collaboration and
acquisition agreement, Poxel expands its metabolic pipeline and gains
exclusive, worldwide ownership to DRX-065 (deuterium-stabilized
R-pioglitazone), a mitochondrial pyruvate carrier (MPC) inhibitor that
is currently in Phase 1 development. DRX-065 is the R-stereoisomer
(single isomer) of pioglitazone. Pioglitazone, a drug approved for the
treatment of type 2 diabetes, has demonstrated efficacy in NASH and is
currently the only drug recommended in practice guidelines for
biopsy-proven NASH patients1. However, pioglitazone's use has
been limited in NASH due to its side effect profile, which includes
weight gain, bone fractures and fluid retention. DRX-065, a novel
patent-protected drug candidate, offers a new approach for the treatment
of NASH. Based upon preclinical and Phase 1 results to date, DRX-065 is
anticipated to show a better therapeutic profile than pioglitazone,
including enhanced efficacy and a reduction of side effects, such as
those associated with peroxisome proliferator-activated receptor gamma
(PPAR-γ) activation.

Poxel also gains exclusive, worldwide ownership to additional programs
that it can develop for a range of indications including metabolic,
specialty and rare diseases. As part of this agreement, certain key
employees of DeuteRx will collaborate closely with Poxel on the
continued advancement of DRX-065 and the additional programs from
DeuteRx.

"NASH is an area of high unmet medical need with growing prevalence.
Non-alcoholic fatty liver disease (NAFLD) has become an epidemic due in
part to the extraordinary growth in prevalence of both obesity and type
2 diabetes," said Scott Friedman, MD, Dean for Therapeutic Discovery,
Professor of Medicine and Pharmacologic Sciences and Chief, Division of
Liver Diseases at Mount Sinai School of Medicine. "The underlying
pathophysiological mechanisms that drive the development and progression
of NAFLD and NASH are highly complex, supporting the need for the
development of novel therapies acting on different targets. By
addressing a variety of relevant pathways, such as direct AMPK
activation and MPC inhibition, combination therapies for the treatment
of NASH could yield greater success in the future."

"PXL770, a direct AMPK activator, and DRX-065, a MPC inhibitor, are very
promising drug candidates for NASH that have the potential to treat the
underlying root causes of liver disease. We believe that these
mechanisms as monotherapies or in combination use together or with other
agents have the potential to provide broad treatment of this disease."
said Pascale Fouqueray, MD, PhD, EVP, Early Development and
Translational Medicine at Poxel.

"DeuteRx is excited to collaborate with the team at Poxel to advance
DRX-065 and additional programs for the benefit of patients with
metabolic diseases, including NASH and other specialty or rare
diseases," said Sheila DeWitt, PhD, President and CEO of DeuteRx. "Our
agreement with Poxel is strategically aligned with DeuteRx's goals to
partner with innovative companies who have global drug development
expertise and a proven track record of successful multinational
collaborations that create significant value."

Financial terms and conditions of the agreement
Under the
agreement with DeuteRx, Poxel will acquire DRX-065 and a portfolio of
additional programs, including deuterated drug candidates for metabolic,
specialty and rare diseases for an upfront payment of EUR 6.8 million
(USD 8 million) in cash plus 1.29 million in new ordinary shares of
Poxel common stock priced at EUR 6.91 per share (USD 8.09)2,
representing 4.99 percent of Poxel's issued capital.

This issuance will be made through a capital increase without preferred
subscription rights for the sole benefit of DeuteRx, in accordance with
article L. 225-138 of the Code de commerce and pursuant to the
15th resolution of the Shareholder's General Meeting held on June 21,
2018.

DeuteRx also has the potential to receive development and regulatory
milestones in cash and/or share-based payments beginning with successful
Phase 2 data. In addition, DeuteRx has the potential to receive
sales-based payments, as well as low single-digit royalties on net
sales. These future payments are subject to the successful clinical
development and/or commercialization of these programs.

As of June 30, 2018, Poxel had cash and cash equivalents of EUR 94.4
million (USD 110.1 million). Based on its current cash expectations
including this transaction, the company's cash runway extends into 2021
and includes the completion of clinical proof-of-concept studies for
both PXL770 and DRX-065.

Potential for expedited development and regulatory pathway
Poxel
plans to pursue an expedited development and regulatory pathway for the
development of DRX-065 that relies on data from the parent drug,
pioglitazone. Precedent for this derisked approach has been established
with the development of single stereoisomer drugs as well as deuterated
drugs. Both approaches have resulted in approved products with improved
therapeutic properties compared to the parent drug.

MTS Health Partners, L.P. served as an exclusive financial advisor to
Poxel on this transaction.

Conference Call Information
Poxel will host an investor
conference call today to discuss this partnership at 1 pm Eastern Time
(7 pm Central European Time). To participate in the call, please use the
dial-in numbers below.

France Toll: +33 1 72 72 74 03
United Kingdom: +44 20 7194 3759
United
States Toll : +1 (646)-722-4916
PIN: 20511820#

Replay Number:
France (EN) +33 1 70 71 01 60
UK +44 20 3364
5147
US +1 (646) 722-4969
Access code: 418784817#

About NASH
Non-alcoholic steatohepatitis (NASH) is a
metabolic disease with no clear disease origin that is quickly becoming
a worldwide epidemic. It is characterized by the accumulation of fat in
the liver causing inflammation and fibrosis. The disease can be silent
for a long period of time, but may progress towards severe damage and
liver fibrosis, which ultimately can result in liver failure and/or
development of liver cancer.

Typical risk factors for NASH include obesity, elevated levels of blood
lipids (such as cholesterol and triglycerides) and diabetes. Currently
no curative or specific therapies are available.

About PXL770
PXL770 is a first-in-class direct adenosine
monophosphate-activated protein kinase (AMPK) activator being developed
by Poxel. AMPK is a central regulator of multiple metabolic pathways
leading to the control of lipid metabolism, glucose homeostasis and
inflammation. Based on its central metabolic role, targeting AMPK offers
the opportunity to pursue a wide range of indications to treat chronic
metabolic diseases, including diseases that affect the liver, such as
(NASH).3

About DRX-065
DRX-065 is deuterium-stabilized R-pioglitazone
developed by DeuteRx LLC. Pioglitazone is the most extensively studied
drug for NASH and has demonstrated "resolution of NASH without worsening
of fibrosis" in a Phase 4 trial.4 Pioglitazone is the only
drug recommended for biopsy-proven NASH patients by the Practice
Guidelines published by the American Association for the Study of Liver
Diseases (AASLD) and the European Association for the Study of the Liver
(EASL).1 Pioglitazone's use for NASH, however, has been
limited due to the PPARγ-related side effects, which include weight
gain, bone fractures and fluid retention.

Pioglitazone is a 1:1 mixture of two mirror-image compounds
(stereoisomers) that interconvert in vivo. Using deuterium,
DeuteRx stabilized each stereoisomer and characterized their
dramatically different pharmacological properties. In in vitro
studies, DRX-065 has been shown to target MPC as an inhibitor. In
preclinical models, DRX-065 exhibits the anti-inflammatory activity and
NASH efficacy associated with pioglitazone with little or no weight gain
or fluid retention, side effects which are associated with the
S-stereoisomer. Based upon preclinical and Phase 1 results to date,
DRX-065 is expected to exhibit a better therapeutic profile than
pioglitazone for NASH.

About Poxel SA
Poxel uses its development expertise in
metabolism to advance a pipeline of drug candidates focused on the
treatment of metabolic disorders, including type 2 diabetes and
non-alcoholic steatohepatitis (NASH). We have successfully completed the
Phase 2 clinical program for our first-in-class lead product, Imeglimin,
which targets mitochondrial dysfunction, in the U.S., Europe and Japan.
Together, with our partner Sumitomo Dainippon Pharma, we are conducting
the Phase 3 Trials of IMeglimin for Efficacy
and Safety (TIMES) program for the treatment of type 2
diabetes in Japan. Our partner Roivant Sciences
is responsible for Imeglimin's development and commercialization in
countries outside of Poxel's partnership with Sumitomo Dainippon Pharma,
including the U.S. and Europe. Our second program, PXL770, a first in
class direct adenosine monophosphate-activated protein kinase (AMPK)
activator, is advancing into a Phase 2a proof-of-concept program for the
treatment of NASH. PXL770 could also have the potential to treat
additional metabolic diseases. We intend to generate further growth
through strategic partnerships and pipeline development. (Euronext:
POXEL, www.poxelpharma.com)

About DeuteRx, LLC
DeuteRx has pioneered ‘deuterium-enabled
chiral switching' (DECS), a revolutionary approach to improve racemic (a
1:1 mixture of two mirror-image compounds or stereoisomers) small
molecule marketed drugs and drug candidates intended for patients across
multiple therapeutic indications. The development of the single,
preferred stereoisomer from the parent racemic drug, also known as a
'chiral switch', often leads to drugs with superior therapeutic
properties. However, numerous drugs are still developed and marketed as
racemic mixtures because their stereoisomers chemically interconvert in
vivo
. To date, DeuteRx has demonstrated the use of DECS to stabilize
and characterize the stereoisomers of many racemic active ingredients.

Forward-Looking Statement
All statements other than
statements of historical fact included in this press release about
future events are subject to (i) change without notice and (ii) factors
beyond the Company's control. These statements may include, without
limitation, any statements preceded by, followed by or including words
such as "target," "believe," "expect," "aim," "intend," "may,"
"anticipate," "estimate," "plan," "project," "will," "can have,"
"likely," "should," "would," "could" and other words and terms of
similar meaning or the negative thereof. Forward-looking statements are
subject to inherent risks and uncertainties beyond the Company's control
that could cause the Company's actual results or performance to be
materially different from the expected results or performance expressed
or implied by such forward-looking statements. In accordance with
applicable laws and regulations, the issuance of new ordinary shares of
the Company described in this press release does not require the
publication of a prospectus.

 
1. J Hepatol. 2016, 64(6),1388-402; Hepatology 2018, 67, 328-357
2. Pursuant to the agreement, there is a nine-month lock-up of the 1.29
million new ordinary shares to be issued in favour of DeuteRx and
certain other restrictions. The issuance price of the new shares due
to DeuteRx as part of the upfront as well as the subsequent
contingent share-based payments will be the 20 trading day-volume
weighted average price preceding the day of their issuance. A
shareholder holding one percent of Poxel's issued capital prior to
the transaction will own 0.9501 percent of the Poxel's issued
capital afterwards.
3. Smith B. K et al., (2016) Am J Physiol Endocrinol Metab 311, E730 –
E740
4.

Cusi,
et al., Ann Intern Med. 2016, 165(5), 305-315

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