Success of the IPO of POXEL

Regulatory News:

POXEL (Paris:POXEL), an independent French biopharmaceutical company focused on the development of antidiabetic drugs, announces the success of its Initial Public Offering in compartment C of the Euronext regulated market in Paris ("Euronext Paris”), raising €25.0 million through a capital increase.

The Open Price Offering and the Global Placement price has been set at €6.66 per share. 3,749,999 new shares will be issued as part of the Open Price Offering and the Global Placement after almost full exercise of the extension option, allowing a share capital increase of €25.0m. POXEL has granted Société Générale acting in the name and on behalf of the banking syndicate an overallotment option, exercisable from today until March 6, 2015 included, on a maximum number of 281,249 new shares after exercise of the extension option, or approximately €1.9m.

The order book is built around few leading, long-only and specialists, French and international, institutional investors.

The shares offered in the Offering will be allocated as follows:

• Global Placement: 3,494,697 shares allocated to institutional investors (which represents approximately €23.3m and 86.7% of the total number of shares allocated);
• Open Price Offering: 536,551 shares allocated (which represents approximately €3.6m and 13.3% of the total number of shares allocated);
• In respect of the Open Price Offering, A1 and A2 orders will be allocated up to 100% and approximately 88% respectively.

Based on a total of 17,346,686 shares to be admitted to trading and a price of €6.66 per share, total market capitalization of the Company stands at around €116m before exercising the overallotment option.

The Company's shares trading on Compartment C of Euronext Paris will start on February 6, 2015 at 9.00 AM CET in the form of undertakings to deliver shares (promesses d’actions) on the single listing line "POXEL AIW” until February 9, 2015 included and will be conditional upon the delivery of the certificate of the depository acknowledging the subscription to the new shares.

The settlement/delivery of issued shares in the Open Price Offering and the Global Placement will occur on February 9, 2015. Shares will be traded on Euronext Paris under the ISIN code FR0012432516 and under the symbol POXEL from February 10, 2015 onwards.

"We are delighted to announce today the success of our Initial Public Offering on the Euronext in Paris, which represents a key milestone in our company’s development”, says Thomas Kuhn, CEO of POXEL. "This success is even more important that we have diversified our capital structure with leading institutional investors from the United States, Europe and Israel, as well as with many individual shareholders in France. This is a strong signal to the international recognition of the company and the further development of our diabetes drug candidates.This achievement is the result of the contribution of each of our shareholders – longstanding and new, our partners and our staff members , who I would like to warmely thank for their support and contribution in this major success.”

Reminder of the use of proceeds

• Leverage the Asian opportunity, the most accessible market region for rapid growth, by progressing Imeglimin development, mainly in Japan, and turning it into a product ready for a worldwide phase 3 program;
• Perform complementary studies on the benefits of Imeglimin with regards to its unique and original mechanism of action, to reinforce its positioning as a first representative of a new class of drugs;
• Sign a premium partnership for Imeglimin in Europe and in the United States to drive its phase 3 development and its registration in Europe and in the United States to ensure a successful commercialization. The development of Imeglimin in Asia could be led by the partner under this agreement; and
• Enter phase 1 for PXL770 to confirm its good safety and activity on the diabetic patient.

Information available to the Public - Copies of the prospectus in the French language (the "Prospectus”), which received a visa from the AMF on January 22, 2015 under number 15-030, comprising a document de base registered with the AMF on January 7, 2015 under number I.15-001 (the "Document de Base”) and a securities note (the "Securities Note”) including the summary of the Prospectus, may be obtained free of charge at the company’s headquarter, (200 avenue Jean Jaurès, F-69007 Lyon, France) as well as from the company’s (www.poxel.com) and the AMF’s (www.amf-france.org) websites.

Risk factors - POXEL draws the public’s attention to the business-related risks described in Chapter 4 "Risk Factors” of the Document de Base and the offer-related risks described in Chapter 2 ”Offer-related Risk Factors” of the Securities Note.

About Poxel

POXEL, founded in 2009 in Lyon, is a French independent biopharmaceutical company developing anti-diabetic drug candidates discovered by Merck Serono Company, a major player in the type 2 diabetes market. POXEL product pipeline consists in several new compounds with strong potential aiming at a better disease evolution control and at reducing the complications. POXEL’s most advanced product, Imeglimin, is a new oral anti-diabetic agent whose efficacy has been tested in six phase 2 clinical trials and whose safety has been demonstrated on almost 800 patients. Ready to start its phase 3 trials in 2015, Imeglimin is expected to be the first anti-diabetic drug to target simultaneously and directly the two main type 2 diabetes defects in the liver, pancreas and muscles, by increasing insulin secretion in response to glucose and improving its efficiency. Imeglimin is protected by 16 patent families and has a unique and innovative mechanism of action regulating the mitochondrial bioenergetics in the cell. Imeglimin restores normal functioning of mitochondria, which are directly involved in type 2 diabetes pathophysiology. PXL770 is a direct AMPK activator ready for phase 1. AMP Kinase is a key enzyme in metabolic regulations, also activated by physical exercise. POXEL is located in the Lyon biotech cluster.

For more information, please visit www.poxel.com

Disclaimer

This press release and the information it contains does not, and will not, constitute a public offering to subscribe for or sell, nor the solicitation of an offer to subscribe for or buy, securities of POXEL in any jurisdiction other than France, including the United States, Canada, Australia or Japan. The publication or distribution of this communication may violate applicable laws and regulations in some jurisdictions. Therefore, persons in such countries and in countries in which this communication is broadcast, published or distributed must enquire about any local restrictions and comply with them.

In particular:

POXEL securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. POXEL does not intend to register any securities in the United States or to conduct a public offering of securities in the United States.

This communication is an advertisement and does not constitute a prospectus for the purposes of the Prospectus Directive (as defined below). A prospectus prepared pursuant to the Prospectus Directive has been published and scan be obtained in accordance with the Prospectus Directive.

In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a "Relevant Member State”), no action has been taken or will be taken to offer securities to the public that requires the publication of a prospectus in any Relevant Member State other than France. POXEL securities may be offered in a Relevant Member State (other than France) only (i) to any legal entity which is a qualified investor as defined in the Prospectus Directive; (ii) to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Directive); or (iii) in any other circumstances falling within Article 3(2) of the Prospectus Directive, provided, that no such offer of securities shall require POXEL to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive.

For the purposes of this provision, the expressions "public offering” and "offer to the public” in relation to any POXEL securities in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State. The expression "Prospectus Directive” means Directive 2003/71/EC (as amended, including by Directive 2010/73/EU), and includes any relevant implementing measure in the Relevant Member State.

This communication is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) persons in the United Kingdom who have professional experience in matters related to investments and who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as "relevant persons”). POXEL securities will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire POXEL securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this release or any of its contents.

All statements other than statements of historical fact included in this press release about future events and are subject to (i) change without notice and (ii) factors beyond the POXEL’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 POXEL’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.

THIS PRESS RELEASE IS NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN THE UNITED STATES, CANADA, AUSTRALIA AND JAPAN OR TO U.S. PERSONS.