ASIT biotech : 2020 annual financial report

ANNUAL REPORT 2020

A listed biopharmaceutical company protected under the judicial reorganization procedure

CONTENTS

GENERAL	Page
Letter from the CEO	4
General information	5
Statutory auditors	7
MANAGEMENT REPORT OF THE BOARD OF DIRECTORS
Strategic shift	9
Highlights of 2020	10
Important events after the accounting reference period	10
Financial review of the year ending December 31, 2020	11
Human resources	15
Going concern	15
Group structure	15
Risk factors	15
Capital increases, decreases and issuance of financial instruments	16
Use of authorized capital	16
Research and development	16
Corporate governance	16
Other information	16
RISK FACTORS
Risks related to financial position	18
Risks related to third parties	20
Other risks	21
CORPORATE GOVERNANCE
Corporate governance charter	22
Board of directors	23
Committees	28
Executive management	30
Shares and shareholders	30
Internal control and risk management	35
Market abuse	36
Remuneration report	37
Conflict of interest and related parties	38

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FINANCIAL STATEMENTS
EU-IFRS Financial statements	42
Notes to the EU-IFRS financial statements	47
Statutory auditor's report	78
Statutory financial statements	82
OTHER
Definitions	86
Glossary	88
Financial calender	89

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GENERAL

Letter from the CEO

Dear Shareholders,

The year 2020 is characterized by the search for protection of the Company against its creditors and by the search for a business partner.

The Company has obtained the benefit of the judicial reorganization by collective agreement on February 11, 2020 and has obtained several times an extension of its reprieve until February 11, 2021. In January 2021, the Company has filed its judicial reorganization plan.

The search for a partner was a rollercoaster. In September 2020, the Company has signed a non-binding heads of agreement with another player active in the field of allergy treatments. In October 2020 the Company had to announce that the partnership did not materialize. In January 2021 another non-binding heads of agreement was signed with DMS Group who wanted to contribute its imaging business to ASIT. In March 2021 the negotiations were stopped by DMS Group. Nevertheless, we were able to resume the negotiations and on April 16, 2021 we were able to sign a binding contribution agreement subject to a number of conditions precedent, including the final homologation of the restructuring plan.

During this difficult period, we were able to count on the support of both our shareholders and creditors. At the extra-ordinary shareholders meeting of May 26, 2020, more than 95% of the shareholders present or represented have voted in favour of the continuity of the Company's activities and at the hearing of February 3, 2021 an overwhelming majority of ASIT biotech's creditors present or represented approved the judicial reorganization plan (93% in numbers and 98% in value terms). The plan was also homologated by the Court of Liège. Unfortunately one creditor, the Walloon Region, has appealed the judgement approving the restructuring plan. So we are not there yet. The hearing will take place on June 15, 2021.

In case the restructuring plan will be homologated and the shareholders will approve the transaction with DMS Group, ASIT Biotech will be able to continue its activities in the healthcare sector with an existing revenue stream and without the need for immediate financing. The closing of the transaction is expected in the autumn of this year.

We will keep you informed about further developments on our challenging journey.

Frank Hazevoets

Chief Executive Officer

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General information

Annual Report Overview

The Company has prepared its 2020 Annual Report in English and has not prepared a French translation of this Annual Report.

Availability of the Annual Report

To obtain a copy of the 2020 Annual Report free of charge, please contact:

ASIT biotech SA Frank Hazevoets

7 Rue des Chasseurs Ardennais

4031 Liège

T [phone]

[e-mail]

This Annual Report is also available from ASIT biotech's website at www.asitbiotech.com.

Forward Looking Statements

This Annual Report contains forward-looking statements and estimates made by the Company with respect to the envisaged transaction of the Company with DMS Group, anticipated future performance of ASIT biotech and the market in which it operates. Certain of these statements, forecasts and estimates can be recognized by the use of words such as, without limitation, "believes", "anticipates", "expects", "intends", "plans", "seeks", "estimates", "may", "will", "predicts", "projects" and "continue" and similar expressions. They include all matters that are not historical facts. Such statements, forecasts and estimates are based on various assumptions and assessments of known and unknown risks, uncertainties and other factors, which were deemed reasonable when made but may or may not prove to be correct. Actual events are difficult to predict and may depend upon factors that are beyond the Company's control. Therefore, actual results, the financial condition, performance or achievements of ASIT biotech, or industry results, may turn out to be materially different from any future results, performance or achievements expressed or implied by such statements, forecasts and estimates. Factors that might cause such a difference include, but are not limited to, those discussed in the section "Risk Factors". Furthermore, forward-looking statements, forecasts and estimates only speak as of the date of the publication of this Annual Report. ASIT biotech SA disclaims any obligation to update any such forward-looking statement, forecast or estimates to reflect any change in the Company's expectations with regard thereto, or any change in events, conditions or circumstances on which any such statement, forecast or estimate is based, except to the extent required by Belgian law.

All statements are made, and all information is provided, as of the date of this Annual Report, except when explicitly mentioned otherwise.

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