Cassiopea announces completion of the rights offering – gross proceeds of EUR 23.25m

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Cassiopea announces completion of the rights offering - gross proceeds of EUR 23.25m

Lainate, Italy - 18 June2020 - Cassiopea SpA (SIX: SKIN), a specialty pharmaceutical company developing and preparing to commercialize prescription drugs with novel mechanisms of action (MOA) to address long-standing and essential dermatological conditions, today announces the results of its rights offering.

750,000 new registered shares, corresponding to 7.5% of Cassiopea's share capital before the rights offering, were offered to existing shareholders at an offer price of EUR 31 per share. The exercise of 40 subscription rights entitled the holder to subscribe for 3 new registered shares against the subscription price of EUR 31.00 per share. Moreover, shareholders were entitled to subscribe for offered shares for which other shareholders had not exercised their rights.

Up to the end of the subscription period on 17 June 2020, 100% of the subscription rights were exercised and hence 750,000 new registered shares were subscribed for.

238,674 shares (31.8% of the offering) were subscribed for by existing shareholders, excluding Cosmo Pharmaceuticals N.V.; these shares are being listed and commence trading on SIX Swiss Exchange as of today.

Cosmo Pharmaceuticals N.V. has fully exercised it rights and subscribed for 338,172 shares (45.1% of the offering). These shares are expected to be listed on 19 June 2020.

The remaining 173,154 shares have been subscribed for by Cosmo Pharmaceuticals N.V. and other shareholders in the process of the subscription of shares for which other shareholders have not exercised their rights. These shares are expected to be listed and commence trading on 23 June 2020.

Cosmo Pharmaceuticals N.V. will pay for the subscription price partly by way of off-setting the outstanding debt amount plus fees and accrued interest under Cassiopea's credit facility.

Following the capital increase, the nominal value of the issued share capital of Cassiopea amounts to EUR 10,750,000, divided into 10,750,000 registered shares with a nominal value of EUR 1 each.

Next events:

Half Year Report 2020	29 July 2020
Investora	23-24 September 2020, Zurich
Jefferies Global Health Care Conference	17-19 November 2020, London
Credit Suisse Small & Mid Cap Conference	18-20 November 2020, Zurich

For further information:

Dr. Chris Tanner, CFO and Head of Investor Relations Tel: [phone]

About Cassiopea

Cassiopea is a specialty pharmaceutical company developing and preparing to commercialize prescription drugs with novel mechanisms of action to address long-standing and essential dermatological conditions, particularly acne, androgenetic alopecia and genital warts. Cassiopea is investing in innovation that is driving scientific advancement in areas that have been largely ignored for decades. The portfolio comprises four unencumbered clinical candidates, for which Cassiopea owns the worldwide rights. Cassiopea plans to determine the most efficient way to effectively commercialize the products in the U.S. after the planned approval of Clascoterone Cream 1% and to partner the products for countries outside of the US. For further information on Cassiopea, please visit www.cassiopea.com.

About Clascoterone

Clascoterone, a new chemical entity, is a proposed first in class topical androgen receptor inhibitor under FDA review for the treatment of acne (in a 1% cream) and in late stage development for androgenetic alopecia (in a higher strength solution). Laboratory studies suggest Clascoterone competes with androgens, specifically DHT, for binding to the androgen receptors within the sebaceous gland and hair follicles. When applied directly to the skin surface, Clascoterone appears to target only local androgen receptors within the skin. Because of Clascoterone's likely local effect at the site of application, the risk of off-target, or systemic side effects, is minimized.

Disclaimer

This publication constitutes neither an offer to sell nor a solicitation to buy securities of Cassiopea S.p.A. and it does not constitute a prospectus or a similar notice within the meaning of article 652a, article 752 and/or article 1156 of the Swiss Code of Obligations nor within the meaning of article 35 et seqq. of the Swiss Financial Services Act nor a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange. The offer and listing will be made solely by means of, and on the basis of, a securities prospectus which is to be published. An investment decision regarding the publicly offered securities of Cassiopea S.p.A. should only be made on the basis of the securities prospectus. The securities prospectus is expected to be published on 29 May 2020 and will be available free of charge at Credit Suisse AG, Zurich (e-mail:equity.prospectus@credit- suisse.com), and from Cassiopea S.p.A., Via C. Colombo 1, Lainate, Milan, Italy (telephone: [phone]; e-mail: [e-mail]).

This communication is being distributed only to, and is directed only at (i) persons outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person must not act or rely on this communication or any of its contents.

This communication does not constitute an "offer of securities to the public" within the meaning of Regulation 2017/1129 of the European Union (the "Prospectus Regulation") of the securities referred to in it (the "Securities") in any member state of the European Economic Area (the "EEA"). Any offers of the Securities to persons in the EEA will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of the Securities.

The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to US persons (as such term is defined in Regulation S under the Securities Act) unless the securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. The issuer of the securities has not registered, and does not intend to register, any portion of the offering in the United States, and does not intend to conduct a public offering of securities in the United States. The offering of the securities will only be made outside the United States to non-U.S. persons in offshore transactions in reliance on Regulation S under the U.S. Securities Act ("Regulation S").

THIS COMMUNICATION IS NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN. THIS COMMUNICATION DOES NOT CONSTITUTE AN OFFER TO SELL, OR THE SOLICITATION OF AN OFFER TO BUY, SECURITIES IN ANY JURISDICTION IN WHICH IS UNLAWFUL TO DO SO.

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