29/07/2025 20:16
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INFORMATION REGLEMENTEE

Press Release

Poxel Provides Update on Negotiations with
Creditors and Announces Filing of Reorganization
Proceedings, Upcoming Change of Corporate
Governance and Suspension of Trading

• Since the rejection of key financial delegations during its Shareholders
General Meeting of February 11, 2025, triggering a case of default of certain
of its existing debts, Poxel’s management has held discussions with the
Company’s creditors.
• Poxel’s proposed plan including a partnership and sale for one of its pipeline
product together with potential additional financing, could not materialize
within a foreseeable timeframe.
• Consequently, Poxel and IPF Partners have agreed on a transition plan which
includes the following steps:
o Filing by Poxel for insolvency (déclaration de cessation des paiements)
and requesting the opening of reorganization proceedings
(redressement judiciaire) to the Court for Economic Activities of Lyon;
o Upcoming replacement of all current members of the Board of
Directors following their individual resignation;
o Upcoming announcement of a new executive management team to
replace the current CEO; and
o Implementation of a short-term operational and financial transition
plan to ensure continuity of operations.
• Implementation of the steps of this transition plan will be announced as soon
as it is effective.
• Poxel’s shares will be suspended from trading on July 30, 2025, and will trade
again after the decision of the Court for Economic Activities of Lyon expected
to occur in the first week of August 2025.


LYON, France, July 29, 2025 – POXEL SA (Euronext : POXEL - FR0012432516), a
clinical stage biopharmaceutical company developing innovative treatments for
chronic serious diseases with metabolic pathophysiology, including metabolic
dysfunction-associated steatohepatitis (MASH) and rare metabolic disorders,
today provides an update on its ongoing negotiations with its creditors and its
agreement with its senior creditor, IPF Partners, to file for insolvency (déclaration
de cessation des paiements), to request the opening of reorganization proceedings




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(redressement judiciaire) and to undertake significant corporate governance
changes in a short notice.


Context
Failure at the Combined Shareholders' Meeting of February 11, 2025 to approve
certain financial delegations, and, in particular, on the issuance of new shares in
redemption for bonds redeemable into new or existing shares (ORANE) held, or to
be potentially issued and held by IRIS, triggered an event of default under the IRIS
and IPF Partners bond financing agreements allowing each of them to request
mandatory redemption of the bonds they hold (EUR 4.3 million and EUR 14.2 million,
respectively, as of June 30, 2025).
Since then, Poxel’s Board and Management have actively engaged in restructuring
discussions with creditors to identify a solution that would allow the Company to
continue its operations.
At the same time, the Company pursued discussions with several potential
partners for the development of its pipeline. In particular, Poxel entered into
advanced negotiations with a prospective partner for PXL065. However, given the
short cash runway of the Company (which the Company announced on June 30,
2025 to run through the course of July 2025) as well as the foreseeable timeframe
required to close this partnership and sale, this plan could not be completed.
As a result, Poxel Management and Board of Directors have agreed to proceed
with the following significant structural corporate changes at Poxel, following the
filing for insolvency (déclaration de cessation des paiements) and requesting the
opening of reorganization proceedings (redressement judiciaire) with the Court for
Economic Activities of Lyon.


Estimated Consolidated Cash and Cash Equivalents Position as of June 30, 2025
The Company estimates that its total consolidated cash and cash equivalents as of
June 30, 2025, amounted to approximately EUR 1.3 million (unaudited), including
EUR 563 thousand corresponding to cash held in security trusts bank accounts to
secure their financing for several years, in accordance with the royalty monetization
agreement with OrbiMed.


Filing for insolvency (déclaration de cessation des paiements) and for the
opening of reorganization proceedings (redressement judiciaire)
On July 29, 2025, Poxel filed for insolvency (déclaration de cessation des paiements)
and for the opening of reorganization proceedings (redressement judiciaire) with the



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Court for Economic Activities of Lyon.
A decision of the court is expected to occur on or after the hearing scheduled on
August 5, 2025.


Impact on Governance and Organization
Given the inability to secure support from creditors for its strategic development
plan, an agreement between the Board of Directors of Poxel and its senior creditor
IPF Partners has been reached to implement the following measures:
i. Replacement of all the current Board members following their individual
resignation by new directors coopted by the Board of Directors in a short
notice after the filing for the opening of reorganization proceedings
(redressement judiciaire) in front of the Court for Economic Activities of Lyon.

ii. Appointment of a new transition CEO by the new Board of Directors to occur
in a short notice after the filing for the opening of reorganization proceedings
(redressement judiciaire) in front of the Court for Economic Activities of Lyon.

iii. Implementation of a short-term financial and operational transition plan
aimed at ensuring the continuity of Poxel’s operations. Existing CEO Thomas
Kuhn will provide support to the Company during this transition period.

The Board of Directors of the Company has approved the agreement with IPF
Partners which is summarized herein and on the website of the Company under
the related party transactions (conventions réglementées) subsections.


Outlook and 2024 annual accounts
Implementation of the steps of the proposed transition plan will be announced as
soon as effective, including the change of Governance and the decision of the
Court for Economic Activities of Lyon regarding the request for the opening of
reorganization proceedings (redressement judiciaire).

Given the current situation, the Company is unable to provide an effective timeline
for the approval and publication of its 2024 annual report or the convening of its
next Annual General Meeting, which has been postponed as mentioned below.


Suspension of trading
Poxel’s shares will be suspended from trading starting July 30, 2025, before market
opening and will trade again after the decision of the Court for Economic Activities
of Lyon expected to occur on August 5, 2025, or shortly after.



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Poxel will continue to inform the market of the next major steps of its reorganization
proceedings.


Postponement of Annual General Meeting until December 31, 2025
As already made public on June 30, 2025, the Lyon Court for Economic Activities
granted the Company’s request to postpone until December 31, 2025, at the latest,
the holding of its 2025 Annual General Meeting due to the delay in the approval of
its annual statutory and consolidated financial statements for the fiscal year 2024.
As a reminder, this delay in the closing and publication of its 2024 annual results
resulted from the potential impact of the negotiations with the Company’s financial
creditors and with potential partners for the development of the Company’s
pipeline on its financial statements. The holding of the 2025 Annual General
Meeting remains subject to the approval by the Board of Directors of the financial
statements for the year ended December 31, 2024.


About Poxel SA

Poxel is a clinical stage biopharmaceutical company developing innovative
treatments for chronic serious diseases with metabolic pathophysiology,
including metabolic dysfunction-associated steatohepatitis (MASH) and rare
disorders. For the treatment of MASH, PXL065 (deuterium-stabilized R-
pioglitazone) met its primary endpoint in a streamlined Phase 2 trial (DESTINY-1). In
rare diseases, development of PXL770, a first-in-class direct adenosine
monophosphate-activated protein kinase (AMPK) activator, is focused on the
treatment of adrenoleukodystrophy (ALD) and autosomal dominant polycystic
kidney disease (ADPKD). TWYMEEG® (Imeglimin), Poxel’s first-in-class product that
targets mitochondrial dysfunction, is now marketed for the treatment of type 2
diabetes in Japan by Sumitomo Pharma and Poxel expects to receive royalties and
sales-based payments. Poxel has a strategic partnership with Sumitomo Pharma
for Imeglimin in Japan. Listed on Euronext Paris, Poxel is headquartered in Lyon,
France, and has subsidiaries in Boston, MA, and Tokyo, Japan.
For more information, please visit: www.poxelpharma.com

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



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statements. The Company does not endorse or is not otherwise responsible for the
content of external hyperlinks referred to in this press release.

Contacts - Investor relations / Media

NewCap
Aurélie Manavarere, Théo Martin / Arthur Rouillé
investors@poxelpharma.com
+33 1 44 71 94 94




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