NON-CONFIDENTIAL

33rd Ordinary General Meeting of Shareholders
Sosei Group Corporation | 第33回定時株主総会
23 March 2023 | 2023年3月23日

Disclaimer
The material that follows is a presentation of general background information about Sosei Group Corporation and its subsidiaries (collectively, the “Company”) as of the date of this presentation. This material has been
prepared solely for informational purposes and is not to be construed as a solicitation or an offer to buy or sell any securities and should not be treated as giving investment advice to recipients. It is not targeted to the specificinvestment objectives, financial situation or particular needs of any recipient. It is not intended to provide the basis for any third party evaluation of any securities or any offering of them and should not be considered as arecommendation that any recipient should subscribe for or purchase any securities.
The information contained herein is in summary form and does not purport to be complete. Certain information has been obtained from public sources. No representation or warranty, either express or implied, by theCompany is made as to the accuracy, fairness, or completeness of the information presented herein and no reliance should be placed on the accuracy, fairness, or completeness of such information. The Company takes noresponsibility or liability to update the contents of this presentation in the light of new information and/or future events. In addition, the Company may alter, modify or otherwise change in any manner the contents of thispresentation, in its own discretion without the obligation to notify any person of such revision or changes.
This presentation contains “forward-looking statements,” as that term is defined in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. The
words “believe”, “expect”, “anticipate”, “intend”, “plan”, “seeks”, “estimates”, “will” and “may” and similar expressions identify forward looking statements. All statements other than statements of historical facts included inthis presentation, including, without limitation, those regarding our financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to ourproducts), are forward looking statements. Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to bematerially different from any future results, performance or achievements expressed or implied by such forward looking statements. Such forward looking statements are based on numerous assumptions regarding ourpresent and future business strategies and the environment in which we will operate in the future. The important factors that could cause our actual results, performance or achievements to differ materially from those in theforward looking statements include, among others, risks associated with product discovery and development, uncertainties related to the outcome of clinical trials, slower than expected rates of patient recruitment,
unforeseen safety issues resulting from the administration of our products in patients, uncertainties related to product manufacturing, the lack of market acceptance of our products, our inability to manage growth, thecompetitive environment in relation to our business area and markets, our inability to attract and retain suitably qualified personnel, the unenforceability or lack of protection of our patents and proprietary rights, ourrelationships with affiliated entities, changes and developments in technology which may render our products obsolete, and other factors. These factors include, without limitation, those discussed in our public reports filedwith the Tokyo Stock Exchange and the Financial Services Agency of Japan. Although the Company believes that the expectations and assumptions reflected in the forward-looking statements are reasonably based on
information currently available to the Company's management, certain forward looking statements are based upon assumptions of future events which may not prove to be accurate. The forward looking statements in thisdocument speak only as at the date of this presentation and the company does not assume any obligations to update or revise any of these forward statements, even if new information becomes available in the future.
This presentation does not constitute an offer, or invitation, or solicitation of an offer, to subscribe for or purchase any securities. Neither this presentation nor anything contained herein shall form the basis of any contract orcommitment whatsoever. Recipients of this presentation are not to construe the contents of this summary as legal, tax or investment advice and recipients should consult their own advisors in this regard.
This presentation and its contents are proprietary confidential information and may not be reproduced, published or otherwise disseminated in whole or in part without the Company’s prior written consent. These materials
are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation.
This presentation contains non-GAAP financial measures. The non‐GAAP financial measures contained in this presentation are not measures of financial performance calculated in accordance with IFRS and should not be
considered as replacements or alternatives profit, or operating profit, as an indicator of operating performance or as replacements or alternatives to cash flow provided by operating activities or as a measure of liquidity (ineach case, as determined in accordance with IFRS). Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, analysis of the Company's results reported in accordance with IFRS.
References to "FY" in this presentation for periods prior to 1 January 2018 are to the 12-month periods commencing in each case on April 1 of the year indicated and ending on March 31 of the following year, and the 9 month
period from April 1 2017 to December 31 2017. From January 1 2018 the Company changed its fiscal year to the 12-month period commencing in each case on January 1. References to "FY" in this presentation should beconstrued accordingly.
© Sosei Group Corporation. Sosei Heptares is the corporate brand and trademark of Sosei Group Corporation. Sosei, Heptares, the logo and StaR® are trademarks of Sosei Group companies.

2Agenda

1234
567893

Opening Declaration
Report on number of voting rights
Audit Committee Report
Business Report & Audit Results
Business Outlook

Proposed Resolutions
Q&AVoteClosing Declaration

1
開会宣言
Opening Declaration4

2
議決権個数のご報告
Report on the number ofvoting rights

5

3
監査委員会の監査報告
Audit Committee Audit Report6

4
2022年12月期の事業報告
連結業績
FY2022 Consolidated Results
Business Report7

In 2022, we pursued strong revenue & cash generation combinedwith continued investment in R&D
FY2022(JPY million)
20,00017,712
15,56915,000
10,000

9,726

8,842

11,408

2,183

7,397

3,405
5,000

3,830

4,666

1,948

3,259

3,713

3,489

3,045

3,506

FY19

FY20

FY21

FY220RevenueUpfront 1
Milestone 2
Royality/Other12022 Revenue of ¥15,569m ($119m) vs. ¥17,712m($161m) in 2021. Decrease in upfront fee revenue
partially offset by an increase in milestone income.

22022 Core Operating Profit of ¥5,856m ($45m) vs.
¥8,904m ($81m) in 2021. Reflects the decrease inRevenue and an increased Core R&D of ¥1,324m($2m), in line with our strategy.

32022 Net Profit of ¥383m ($3m) vs. ¥1,017m ($9m) in
the 2021. Result impacted by a non-cash charge of¥1,836m ($14m) for impairment of the Group’s
investment in an associated company, MiNA.

4¥67bn cash balance ($507m) as at Dec 31, 2022.
The majority is earmarked for acquisitions and inlicenses to accelerate our growth.

(JPY million)
10,000

8,904

8,000

5,856

6,000
4,000
2,000

2,846
384

2,904

3,775

3,436928

0FY19FY20FY21FY221 Upfront fee revenue recognised at deal inception
2 Milestone revenue recognised at milestone event + deferred revenue releases

8OPCore OP

In 2022, we further enhanced the platform’s value via multiple newcollaborations…
Pre-Start / Discovery Updates
1WORLD-LEADINGDRUG DISCOVERY9✓

New GPCR targets already identified with AI dataset✓

New platform to identify novel targets✓

5 milestones achieved across multiple programs✓

New US$1.2bn multi-target neurology collaboration
Received US$10m milestone from Inflammatory collaboration✓

New US$700m multi-target Diabetes and Metabolic collaboration… and saw excellent progress by our partners, including two newlate-stage clinical trial starts
Translational Medicine / Clinical Development Updates
2MAJOR CASH
FLOWGENERATINGPARTNERSHIPS

3TRANSFORMING
IN-HOUSE R&D✓

Strong GLP-1 Ph. 1 data, Ph. 2b started H2 2022,received US$10mmilestone✓

M4 IND accepted by FDA and Ph. 2 started H2 2022, received
US$30m milestone✓mGlu5 NAM received FDA clearance for Ph. 1 and US$5.3M grantfrom NIDA✓New EP4 partnership to maximize cancer trials✓✓
10M1 ag. JapanNeurology

One new preclinical candidate – compound selected
Strategic collaboration to drive R&D transformation and growth andto build Translational Medicine

Our auditors intend to issue unqualified audit reports for FY2022
Ernst & Young ShinNihon LLC (EY) have audited the Consolidated Financial Statements
and Parent Company Financial Statements for the full year ended December 31, 2022•

EY have indicated that they intend to issue unqualified audit reports thereon
which will state that, in their opinion:

The financial statements present
fairly, in all material respects, theconsolidated financial position of theGroup as at December 31, 2022, andits consolidated financial performanceand its consolidated cash flows for theyear then ended in accordance with
International Financial ReportingStandards (IFRS).

11The non-consolidated financial
statements present fairly, in allmaterial respects, the nonconsolidated financial position of theCompany as at December 31, 2022,
and its non-consolidated financial
performance for the year then endedin accordance with accounting
principles generally accepted in Japan.

Management’s report on theeffectiveness of internal control overfinancial reporting, and its conclusionthat internal control over financial
reporting was functioning effectively,
are appropriately stated.

Our Mission and Vision

12MISSIONVISIONTo invest in world-leading
science and deliver
life-changing medicines
to patients

To become one of Japan’s
global biopharmaceuticalchampionsIt has been a long road since our founding in 1990…
1990 - Founded by Chairman, Shinichi Tamura
1992 - ¥100m Series A financing

90s

1994 - ¥400m Series B financing

2005

Acquisition of Arakis,
adding respiratory assets
out-licensed to Novartis
and launched in 2012

2015

2004

IPO on Tokyo Stock Exchange Mothers(TSE:4565), raising over ¥11bn

13Acquisition of Heptares
Therapeutics, adding ahighly productive drug
discovery platform

…to become a truly global biotech listed on TSE PRIME
Performance and Financial Status✓ Business• Revenue > JPY 10bn and Market Cap > JPY 100bn

TSE Market Segments

FIRST SECTION

thresholds – sufficient number of tradable✓ Liquidity
shares and shareholders, and trading value

PRIME✓ Governance – tradable share ratio maintained

SECOND SECTIONSTANDARD
8-MAR-23 TSE approved change of market listing segmentfrom Growth Market to the Prime Market

JASDAQMOTHERSGROWTH

15-MAR-23 Effective date of move to Prime Market
MAY-23 > Expected inclusion in TOPIX index

OLD STRUCTURE

14NEW STRUCTUREWe have built a solid, diversified biotech company with a balanced
pipeline of in-house and partnered programs…
Pre-Start / Discovery

Preclinical

Phase 1PARTNEREDMultiple

Multiple

GI

Inflammatory Diabetes
Neurology Metabolic

Ongoing technology collabs.

M1M4 ag. NBI’570

CCR6 ant. PF’894

Neurology

IBD

M1 ag.

Neurology

GPR35 ag.

mGlu5 NAM TMP-301

IBDMarketed

M4 ag. NBI’568

Ultibro® Breezhaler®

Schizophrenia

COPD

MC4 ant. PF’669

GLP-1 ag. PF’532

Seebri® Breezhaler®

Anorexia

T2DM/Obesity

COPD

Substance abuse

Enerzair® Breezhaler®
AsthmaCXCR4 mAb KY1051

Oravi®

Immuno-oncology

Mouth candidiasis

EP4 ant. HTL’732
Immuno-oncology

IN-HOUSE

Phase 3

SELECTED ACTIVE PIPELINE PROGRAMS

15+ PROGRAMSPrevious and ongoing discovery collabs.

Phase 2

GPR52 ag.
Neurology

10+ PROGRAMS
EP4 ag.
IBD

M1 ag. Japan
Neurology

15 Note: Seebri®, Ultibro®, Enerzair® and Breezhaler® are registered trademarks of Novartis AG…and we are implementing a clear and evolved strategy toaccelerate growth and value creation into the future(The graph is illustrative only)JAPAN PHARMA
BUSINESS UNIT

Any of these four pillars could be further
accelerated by opportunistic strategic
actions, such as investments or M&A

TRANSFORMING
IN-HOUSE R&D

43

CLINICAL DEVELOPMENT& COMMERCIAL
MAJOR CASH FLOW
GENERATING PARTNERSHIPS

2WORLD-LEADINGRATIONAL DRUG DISCOVERY

1TRANSLATIONALMEDICINEDRUGDISCOVERYPLATFORMS

202216This year we will focus on delivering across the four strategic pillars
to drive the business forward…
DRUG DISCOVERYUK

1
Invest to enhance SBDD
platform capability

TRANSLATIONAL MED.

CLINICAL DEV.

COMMERCIAL

3
Advance two in-houseprograms into the clinic

4

Japan

Take clear steps to build a Japan Pharma Unit
2

GlobalPartners

17

Execute one new high value collaboration, and progress existing partnerships

…and by 2030, our vision is to become one of Japan’s global,
fully integrated biopharmaceutical champions
Novel medicines on the market globally via partners
Commercial business in JapanBroad and deep pipeline of programs

Sustainable financial performance
Leading biotech in Japan18

5
連結計算書類の監査結果報告
Report on Audit Results on theConsolidated Financial Statement

19

6決議事項Matters to be Resolved

20Proposal No.1
Election of Nine (9) Directors
1

Shinichi Tamura

Chairman of the Board, Chair of the Nomination
Committee, Member of the Compensation Committee

RE-APPOINTED

2

Christopher Cargill

Director, Representative Executive Officer, President &CEO, Member of the Compensation Committee

RE-APPOINTED

3Tomohiro Toyama

External Director, Chair of the Audit Committee,
Member of the Compensation Committee

RE-APPOINTED

EXTERNAL

INDIPENDENT

4Kuniaki Kaga

External Director, Member of the Audit Committee

RE-APPOINTED

EXTERNAL

INDIPENDENT

5David Roblin

External Director, Chair of the Compensation
Committee, Member of the Nomination Committee

RE-APPOINTEDEXTERNALINDIPENDENT

6Noriaki Nagai

External Director, Member of the Nomination
Committee, Member of the Audit Committee

RE-APPOINTED

EXTERNAL

INDIPENDENT

7Rolf Soderstrom

External Director, Member of the Audit Committee,
Member of the Compensation Committee

RE-APPOINTED

EXTERNAL

INDIPENDENT

8Miwa Seki

External Director, Member of the Audit Committee,
Member of the Nomination CommitteeRE-APPOINTED

EXTERNAL

INDIPENDENT

9Eiko TomitaꟷNEWLY
APPOINTEDEXTERNALINDIPENDENT

Note: Current positions and responsibilities at the Company are presented

21

7
質疑応答
Q&A22

8採決
Vote

23

9閉会宣言Closing Declaration

23

Locations
SOSEI HEPTARESPMO Hanzomon 11F

Steinmetz Building

North West House

2-1 Kojimachi, Chiyoda-ku

Granta Park, Cambridge

119 Marylebone RoadTokyo 102-0083

CB21 6DG

London NW1 5PUJapan

United Kingdom

United Kingdom