ATRYS HEALTH, S.A. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND CONSOLIDATED MANAGEMENT REPORT FOR THE FINANCIAL YEAR 2020 PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) AS ADOPTED BY THE EUROPEAN UNION TOGETHER WITH THE AUDIT REPORT ON THE CONSOLIDATED ANNUAL ACCOUNTS ISSUED BY AN INDEPENDENT AUDITOR (Translation of the consolidated financial statements originally issued in Spanish. In the event of discrepancy, the Spanish Language version prevails) ATRYS HEALTH, S.A. AND SUBSIDIARIES Consolidated Annual Accounts and Consolidated Management Report for the financial year 2020 prepared in accordance with International Financial Reporting Standards (IFRS) adopted by the European Union together with the Auditor’s Report on Consolidated Annual Accounts issued by an Independent Auditor. AUDIT REPORT ON THE CONSOLIDATED ANNUAL ACCOUNTS ISSUED BY AN INDEPENDENT AUDITOR CONSOLIDATED ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR 2020: Consolidated Statements of Financial Position as of December 31, 2020 and 2019. Consolidated Statements of Comprehensive Income for the financial years 2020 and 2019. Consolidated Statements of Other Consolidated Comprehensive Income for the financial year 2020 and 2019. Consolidated Statements of Changes in Shareholders' Equity for the years 2020 and 2019. Consolidated Cash-Flow Statements for the financial years 2020 and 2019. Explanatory notes to the Consolidated Annual Accounts for the financial year 2020. CONSOLIDATED MANAGEMENT REPORT FOR THE YEAR 2020 ATRYS HEALTH S.A.AND SUBSIDIARIES AUDIT REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS ISSUED BY AN INDEPENDENT AUDITOR Audit report on the consolidated financial statements issued by an independent auditor (Free translation from the report originally issued in Spanish. In the event of discrepancy, the Spanish-language version prevails) To the shareholders of ATRYS HEALTH, S.A.: Report on the consolidated financial statements Opinion We have audited the consolidated financial statements for ATRYS HEALTH, S.A. AND SUBSIDIARIES, which comprise the statement of financial position as at December 31st, 2020, the statement of comprehensive income, the statement of changes in equity, the statement of cash flows and the explanatory notes, all of which are consolidated, for the financial year 2020. In our opinion, the accompanying consolidated financial statements give, in all significant respects, a true and fair view of the consolidated assets and financial position of ATRYS HEALTH, S.A. AND SUBSIDIARIES as at 31 December 2020 and of its consolidated results and cash flows for the year then ended, in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and other applicable Spanish financial reporting standards. Basis of opinion We conducted our audit in accordance with the regulations governing the auditing of accounts in force in Spain. Our responsibilities under those standards are described below in the section on the Auditor's responsibilities for the audit of the consolidated financial statements in our report. We are independent from the Company in accordance with ethical requirements, including independence requirements, which are applicable to our audit of the financial statements in Spain as required by the regulations governing the auditing activity. In this regard, we have not provided services other than those relating to the auditing of financial statements, nor have there been any situations or circumstances which, in accordance with the provisions of the aforementioned regulatory regulations, have affected the necessary independence in such a way that it has been compromised. We believe that the audit evidence we have obtained provides a sufficient and appropriate basis for our qualified opinion. Key aspects of the audit The key aspects of the audit are those, which, in our professional judgement, have been the most significant risks of material misstatement in our audit of the consolidated financial statements for the current period. These risks have been addressed in the context of our audit of the consolidated financial statements, and in forming our opinion thereon, and we do not express a separate opinion on these risks. II Key aspects of the audit Audit Response R&D project assessment risk We have carried out the following audit procedures, among others: As indicated in Note 4 of the accompanying - Understanding of the accounting policies explanatory notes, at 31 December 2020 the followed in the process of activation of Group's consolidated assets included R&D projects and analysing possible intangible assets valued at 21.406.896,94 impairment of these assets. euros, consisting of research and development projects, most of which are in - Monitoring of the evolution of all projects progress. These projects were measured in since the close of the previous financial accordance with the valuation standards year and analysis of deviations from the described in Note 3.b of the accompanying planned investment schedule. explanatory notes. In turn, consolidated liabilities include capital and interest rate - Evaluation of the criteria set by the grants amounting to 6.023.792,03 euros, Company for allocating research and which are closely linked to the development expenses to each of the aforementioned development projects and projects. will be recognised in the income statement as they were amortised. - Obtaining for a sample of the most relevant projects, the documentary support of the amounts capitalized during The analysis of the future viability of R&D the year. projects made by the Parent Company's Board of Directors is based on highly - Enquire with the Management and those technical studies, hypotheses, and responsible for each project, about the projections, as well as on obtaining funding viability of the projects and request for to complete the projects in accordance with written statements regarding those. the planned investment schedule. These matters require the application of - Obtaining for each Project, an analysis by significant value judgements and estimates management of the expected future and add uncertainty and a relevant risk profitability based on comparable studies component during our audit. and verifications that, based on these studies, the capitalized R&D projects are recoverable. - Obtaining a business plan from the Parent Company and the Group, together with a cash budget, to prove Group’s ability to meet the investments pending, in accordance with the schedule for each project, until its complete execution. - Monitoring of compliance of these business plans up to the date of our audit report. - Review of the information disclosured in the report on the consolidated annual financial statements in relation to the aforementioned projects. III Risk of recoverability of tax credits We have carried out the following audit procedures, among others: As indicated in note 15 of the accompanying - Obtaining a business plan with 10-year explanatory notes, the Parent Company and projections, which shows the capacity of some of its subsidiaries has capitalised tax the companies to recover tax credits. credits relating to tax losses and deductions not yet applied due to the absence of tax - Evaluation of the reasonableness of the payable, totalling 5.549.761,84 euros. assumptions applied in the realization of the financial projections that support the The recoverability of these tax credits will above-mentioned business plan, based on depend on the ability of the companies to historical data and the evolution of the generate future tax benefits in a sufficient business after closing financial year 2020. amount and within a period not exceeding 10 years. - Verification of the arithmetical accuracy used to conclude on the capacity to Moreover, as indicated in Note 15 of the generate future profits, as well as accompanying explanatory notes, the verification that all relevant variables aforementioned tax credits include have been considered. deductions relating to investments made in research and development projects from - Assessment of whether the Parent 2007 to 2012 amounting to 2.683.678 euros, Company and the Group meet the which were disallowed by the tax requirements established by current tax authorities and are currently being disputed legislation for potentially claiming the after the Parent Company has filed an monetisation of capitalised tax credits. appeal for judicial review with the Spanish National High Court (Audiencia Nacional in - Obtaining a detailed technical Spanish). assessment by the Parent’s Company advisors representing its interests in the In the process of assessing and analysing the claim as to the likelihood of ultimately recoverability of these tax credits, the obtaining a favourable ruling. Analysis of Parent’s Company Board of Directors have this assessment by our internal specialist. made significant estimates and applied assumptions regarding the future - Review of the information contained in development of its business and the the explanatory notes with respect to the expected market conditions. Also, the Board capitalised tax assets and their of Directors and its legal and tax advisers, recoverability and of the contingency and based on existing case law, estimated the assessment made by the Parent's Board of probabilities of obtaining a favourable ruling Directors and its advisers. on the aforementioned tax credits. The above-mentioned matters involve a high degree of subjectivity and judgment, which