BUSINESS WIRE: RELIEF THERAPEUTICS Holding SA Announces the Closing of its Share Exchange Agreement with Sonnet BioTherapeutics, Inc. for the Divestment of its wholly-owned Subsidiary Relief Therapeutics SA

02.04.2020, 08:16 Uhr

MITTEILUNG UEBERMITTELT VON BUSINESS WIRE. FUER DEN INHALT IST ALLEIN DAS BERICHTENDE UNTERNEHMEN VERANTWORTLICH.

  • RELIEF THERAPEUTICS Holding SA (SIX:RLF, "Relief Holding") announces the closing of the binding Share Exchange Agreement ("SEA") for the acquisition by Sonnet BioTherapeutics, Inc. ("Sonnet"), now a subsidiary of Sonnet BioTherapeutics Holdings, Inc. (Nasdaq:SONN, "Sonnet Holdings") of Relief Therapeutics SA ("Relief SA"), a subsidiary of Relief Holding signed August 12, 2019
  • Closing was subject to fulfillment by Sonnet of certain conditions precedent which have now been satisfied
  • Based on the SEA terms, Sonnet paid to Relief Holding shares of its common stock that converted into 757,933 shares of listed Sonnet Holdings common stock
  • Sonnet will pursue its already initiated commitment to fund the clinical development of Relief SA's asset, Atexakin Alfa (low dose formulation of Interleukin-6, IL-6, now "SON-080"), for the treatment of Peripheral Neuropathies focusing primarily on Chemotherapy-Induced Peripheral Neuropathy (CIPN)
  • Relief Holding will in turn focus its resources on the rapid development of Aviptadil for the consequences of COVID-19 infections in particular Acute Respiratory Distress Syndrome ("ARDS")

GENEVA --(BUSINESS WIRE)-- 02.04.2020 --

RELIEF THERAPEUTICS Holding SA (SIX:RLF, "Relief Holding") announces today the closing of the binding Share Exchange Agreement ("SEA") for the acquisition by Sonnet BioTherapeutics, Inc. ("Sonnet"), now a subsidiary of Sonnet BioTherapeutics Holdings, Inc. (formerly known as Chanticleer Holdings, Inc.) (Nasdaq:SONN, "Sonnet Holdings") of Relief Therapeutics SA ("Relief SA"), a subsidiary of Relief Holding signed August 12, 2019. As a consequence, Sonnet acquires all outstanding shares of Relief SA that becomes a wholly-owned Geneva-based subsidiary of Sonnet. In counterpart, Sonnet paid to Relief Holding shares of its common stock that converted into 757,933 shares of listed Sonnet Holdings common stock. This number differs from the 7,111,947 shares originally announced as Sonnet shares were converted into Sonnet Holdings shares in its recent merger that closed on April 1, 2020 at a ratio of approximately 0.106572 Sonnet Holdings shares per Sonnet share, taking into account a reverse stock split effected by Sonnet Holdings immediately prior to the merger at the ratio of 26:1.

Sonnet is an oncology-focused biotechnology company developing targeted biologic drugs based on their innovative Fully Human Albumin Binding ("FHABTM") platform. Together with its proprietary pipeline of preclinical-stage assets, Sonnet will pursue the funding of Atexakin Alfa acquired together with Relief SA. Atexakin Alfa is a low dose formulation of Interleukin-6 that has demonstrated efficacy in animal models of neuropathies (induced by diabetes or by chemotherapeutic treatment) as well as human safety in previous clinical trials. Sonnet is positioning Atexakin Alfa to rapidly enter clinical trial which aim is to confirm safety and tolerability as well as to provide preliminary insights into efficacy for CIPN.

This divestment will allow Relief Holding to focus its resources to further develop its main asset Aviptadil for pulmonary affections. In particular, Relief Holding's utmost priority is to concentrate on the immediate clinical testing of Aviptadil for the consequences of COVID-19 affections, in particular Acute Respiratory Distress Syndrome ("ARDS"). Relief Holding through an active collaboration with NeuroRX was recently granted by the Food and Drug Administration ("FDA") an IND "Study May Proceed" for the treatment of COVID-19-induced ARDS. Aviptadil may also be subsequently further developed for other lung diseases including Sarcoidosis and Acute Lung Injury for which preliminary clinical results are encouraging.

"The closing of this agreement constitutes an amazing achievement at different levels. It will provide a solid opportunity for atexakin alfa to demonstrate in the clinic its therapeutic benefit, and, at the same time it brings significant resources and focus to Relief Holding to fund the development of its remaining asset Aviptadil. This is a unique opportunity to support the clinical development of two drugs with astonishing potential to positively transform the lives of affected patients," commented Raghuram (Ram) Selvaraju, PhD, MBA, Chairman of Relief Holding. "I would like to warmly express my gratitude to those individuals who have been working hard to make it happen and, in particular, Pankaj Mohan, founder of Sonnet and Chairman and CEO of Sonnet Holdings."

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"Our initial commitment to the development of Atexakin Alfa will be aggressively pursued imposing extremely demanding timelines to reach high-end objectives, as we strongly believe in the potential of this compound to treat this underserved group of diseases that is constituted by neuropathies" added Pankaj Mohan, PhD, Chairman and CEO of Sonnet Holdings. "We are more than ever excited to deliver new therapeutic solutions to patients in need and Atexakin Alfa perfectly fits within the pipeline of earlier-stage projects that we are currently developing. I wanted to thank all of Relief Holding's representatives for their positive and supportive commitment to getting this deal where it has ended up today."

About RELIEF THERAPEUTICS Holding SA

Relief Holding is a company developing drugs via participation in active entities that have obtained intellectual properties through their own research activities or via in-licensing. Development activities of Relief Holding group of companies focus primarily on clinical-stage projects based on molecules of natural origin (peptides and proteins) with a history of clinical testing and use in human patients or a strong scientific rational. Currently, Relief Holding is concentrating its efforts on developing new treatment solutions for indications related to respiratory diseases in particular COVID-19-induced ARDS.

About Sonnet BioTherapeutics, Inc.

Founded in 2011, Sonnet BioTherapeutics, Inc., now a wholly-owned subsidiary of Sonnet BioTherapeutics Holdings, Inc., is an oncology-focused biotechnology company with a proprietary platform for innovating biologic drugs of single- or bi-specific action. Known as FHABTM (Fully Human Albumin Binding), the technology utilizes a fully human single chain antibody fragment ("scFv") that binds to and "hitch-hikes" on human serum albumin ("HSA") for transport to target tissues. FHABTM is the foundation of a modular, plug-and-play construct for potentiating a range of large molecule therapeutic classes, including cytokines, peptides, antibodies and vaccines.

About Chemotherapy Induced Peripheral Neuropathy

Chemotherapy Induced Peripheral Neuropathy ("CIPN") is a progressive degeneration of nerve fibers resulting from chemotherapy. It is a debilitating condition for which there are currently no approved treatments. Symptoms of CIPN include pain, motor weakness, loss of sensory perception at the extremities and autonomous nervous system impairment. It is estimated that over 50% of cancer patients receiving chemotherapy develop CIPN and that the condition persists in over 50% of cancer survivors.

RELIEF THERAPEUTICS Holding SA is listed on the SIX Swiss Exchange under the symbol RLF.

Damien Conus, Partner, Vischer Genève Sàrl, Geneva/Switzerland, represented Relief Holding in this transaction. Raymond Felton, is Co-managing Partner / Chair of the corporate department of Greenbaum, Rowe, Smith and Davis Counselors at law from Woodbridge, New Jersey, USA, and led the legal team that represented Sonnet in this transaction.

For further information, please visit the Relief Holding's website at www.relieftherapeutics.com or contact:

Source: RELIEF THERAPEUTICS Holding SA

Disclaimer: This communication expressly or implicitly contains certain forward-looking statements concerning RELIEF THERAPEUTICS Holding SA, Sonnet BioTherapeutics Holdings, Inc. and their business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of RELIEF THERAPEUTICS Holding SA and/or Sonnet BioTherapeutics Holdings, Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. RELIEF THERAPEUTICS Holding SA is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.

Investor Contact
RELIEF THERAPEUTICS Holding SA
Avenue de Sécheron 15
CH-1202 Geneva
investors@relieftherapeutics.com

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