$100M Tender Offer

Premium of 25% to PureTech's trailing three-day VWAP

Proposed Tender Offer follows completion of Karuna Therapeutics' $14 billion acquisition by Bristol Myers Squibb. The Tender Offer will be launched following publication of the Company's Full Year Results in April 2024

PureTech Health plc (Nasdaq: PRTC, LSE: PRTC) ("PureTech" or the "Company"), a clinical-stage biotherapeutics company dedicated to changing the lives of patients with devastating diseases, today announces a proposed capital return of $100 million to its shareholders by way of a tender offer (the "Tender Offer"). The capital return of $100 million represents approximately 14% of PureTech's market capitalization based on yesterday's closing price. This follows the Company's announcement that it will receive approximately $293 million gross proceeds from its remaining stake in Karuna.

The Tender Offer will be launched after the publication of the Company's Full Year Results in April 2024, subject to market conditions, and will require shareholder approval. A circular setting out the full terms of the Tender Offer and a timetable will be published upon launch.

If the full $100 million is not returned, then the Company intends to return any remainder following the completion of the Tender Offer, by way of a special dividend.

Daphne Zohar, PureTech Founder and Chief Executive Officer commented:

"PureTech's mission is to generate value both for patients and shareholders, and Bristol Myers Squibb's acquisition of our Founded Entity Karuna Therapeutics for $14 billion is a testament to our execution on both fronts. We directed $18.5 million to the founding and development of Karuna, and not only have we created a potential breakthrough treatment that may change the lives of millions of people living with schizophrenia, but we have also been able to generate $1.1 billion in cash for PureTech, with potentially more to come. These resources enabled us to create an exciting crop of new medicines that position us to repeat and scale this type of outcome - and we have done so without diluting our shareholders in over six years. We are delighted to be able to purchase shares of PureTech at this valuation and to concurrently provide some liquidity to our shareholders and additional capital returns beyond the recently completed $50 million share buyback. Following this proposed tender offer, we are confident that our strong balance sheet will continue to support the development of our existing pipeline - as well as the next wave of innovative medicines. Looking forward, the board will continue to assess ongoing opportunities to improve shareholder returns."

As noted on 8 February 2024, the Company recently completed a $50 million Share Buyback Program, which - together with the proposed Tender Offer - would constitute $150 million of capital returned to shareholders, which is approximately 21% of the Company's market capitalization as of 18 March 2024.

The Board determined the amount of the Tender Offer after considering feedback from a number of shareholders, tax implications, and the continued support of the Company's existing and future Programs, including the recently announced Founded Entities. PureTech aims to maintain at least three year's cash runway, and the Board intends to evaluate its capital allocation policy regularly to assess opportunities for additional capital returns to shareholders, subject to the Company's operational needs.