DMS Imaging : Annual Financial Report 2021

ANNUAL REPORT 2021

A listed company

CONTENTS

GENERAL	Page
General information	4
Statutory auditor	7
MANAGEMENT REPORT OF THE BOARD OF DIRECTORS
Strategic shift	8
Highlights of 2021	9
Important events after the accounting reference period	10
Financial review of the year ending December 31, 2021	11
Human resources	16
Group structure	16
Risk factors	17
Capital increases, decreases and issuance of financial instruments	17
Use of authorized capital	17
Research and development	17
Corporate governance	17
Other information	17
RISK FACTORS
Risks related to financial position	19
Risks related to third parties	21
Other risks	22
CORPORATE GOVERNANCE
Corporate governance charter	23
Board of directors	24
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
FINANCIAL STATEMENTS
EU-IFRS Financial statements	41

2

Notes to the EU-IFRS financial statements	46
Statutory auditor's report	76
Statutory financial statements	80
OTHER
Definitions	85
Glossary	87
Financial calender	88

3

GENERAL

General information

Annual Report Overview

The Company has prepared its 2021 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 2021 Annual Report, please contact:

DMS Imaging (ex ASIT Biotech) Delphine de Courson [e-mail]

This Annual Report is also available from DMS Imaging (ex ASIT Biotech) 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 DMS Imaging (ex ASIT biotech) and the market in which it operates. It is important to remind that, as at 31 December 2021, one main condition precedent, the approval of the transaction with DMS by ASIT'sShareholders' Meeting, was still to be obtained before closing and the 2021 financial statement have been prepared taking into account this incertinity. 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 DMS Imaging (ex 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. DMS Imaging (ex ASIT biotech) 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.

4

Market and Industry Information

Information relating to markets and other industry data pertaining to the Company's business included in this Annual Report has been obtained from internal surveys, scientific publications, section association studies and government statistics. The Company accepts responsibility for having correctly reproduced information obtained from publications or public sources, and, in so far as the Company is aware and has been able to ascertain from information published by those industry publications or public sources, no facts have been omitted which would render the reproduced information inaccurate or misleading. However, the Company has not independently verified information obtained from industry and public sources. Certain other information in this Annual Report regarding the industry reflects the Company's best estimates based on information obtained from industry and public sources. Information from Company's internal estimates and surveys has not been verified by any independent sources.

Company Information

The Company has the legal form of a company with limited liability (société anonyme/naamloze vennootschap), organised under the laws of Belgium. The Company was incorporated on May 23, 1997 for an indefinite duration. Pursuant to the provisions of the BCCA, the liability of the shareholders of the Company is in principle limited to the amount of their respective committed contribution to the capital of the Company. The Company is registered with the Crossroads Bank for Enterprises under number 460.798.795 (RLP: Liège).

The Company's registered office is located at Rue des Chasseurs Ardennais 7, 4031 Liège, Belgium. The Company's legal and commercial name was Biotech Tools until 5 August 2015 when the Company was renamed ASIT Biotech. Since the finalization of the transaction with DMS Group, in January 2022, the legal and commercial name of the Company has been changed to become DMS Imaging. As December,31, 2021, the date of the report, the Company is not part of a group of companies and does not own a stake in a subsidiary. The Company incorporated the subsidiary Biotech Tools Factory SA in 2009 but this subsidiary was liquidated on June 26, 2015. As of January 24, 2022, the Company is part of the French DMS Group and owns stakes in a number of subsidiaries (Apelem, AXS and Medilink).

The Company has filed its deed of incorporation and its restated Articles of Association and all other deeds and resolutions that are to be published in the Belgian Official Gazette (Moniteur belge) with the clerk's office of the commercial court of Liège (Belgium), where such documents are available to the public. The Company is registered with the register of legal entities of Liège under company number 0460.798.795. A copy of the most recent restated Articles of Association, the reports of the board of directors and the minutes of the shareholders' meeting are also available on the Company's website (www.asitbiotech.com).

The Company prepares annual audited and EU - IFRS financial statements. All financial statements, together with the reports of the board of directors and the statutory auditor are filed with the National Bank of Belgium, where they are available to the public. Furthermore, as a company with shares listed and admitted to trading on Euronext Brussels and Paris, the Company published an annual financial report (including its financial statements and the reports of the board of directors and the statutory auditor) and an annual announcement prior to the publication of the annual financial report, as well as a half-yearly financial report on the first six months of its financial year. Copies of these documents are available on the Company's website (www.asitbiotech.com) and STORI, the Belgian central storage platform which is operated by the FSMA and can be accessed via its website (www.fsma.be).

The Company must also disclose price sensitive information and certain other information relating to the public. In accordance with the Belgian Royal Decree of November 14, 2007 relating to the obligations of

5