▸ We may be subject to adverse legislative or regulatory tax changes that could negatively impact our financial condition.· · · ● 1 ▸ Even if SLK or other compounds we may develop are successful in clinical trials and receive regulatory approvals, we or our collaboration partners may not be able to successfully commercialize them.· · ● ● 2 ▸ If the market opportunities for our approved product candidates, if any, are smaller than we expect, it could materially and adversely affect our financial condition and results of operation.· · ● ● 2 ▸ The healthcare system is under significant financial pressure to reduce costs, which could reduce payment and reimbursement rates for drugs.· · ● ● 2 ▸ A cybersecurity incident or failure in our information technology and storage systems or those of third parties upon whom we rely could significantly disrupt the operation of our business and adversely impact our financial condition.· ● ● ● 3 rw ▸ Numerous factors may limit any potential competitive advantage provided by our intellectual property rights.· ● ● ● 3 ▸ Our ability to protect our patents and other proprietary rights is uncertain, exposing us to the possible loss of competitive advantage.· ● ● ● 3 ▸ Our principal shareholders and management own a significant percentage of our stock and are able to exert significant influence over matters subject to shareholder approval.· ● ● ● 3 ▸ group Risks Related to Our Intellectual Property· ● ● ● 3 ▸ We may be subject to claims challenging the inventorship of our patents and other intellectual property.· ● ● ● 3 ▸ We may become a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we would be exempt from certain provisions applicable to U.S. domestic public companies.· ● ● ● 3 ▸ Pharmaceutical and biological product marketing is subject to substantial regulation in the U.S. and EU, and any failure· · ● · 1 ▸ Public health crises such as pandemics or similar outbreaks could seriously and adversely affect our preclinical studies and ongoing and anticipated clinical trials, business, financial condition and results of operations.● ● · · 2 ▸ The COVID-19 pandemic may also have the effect of heightening many of the other risks described in this “Risk Factors” section.● · · · 1 ▸ The collection and use of personal health data and other personal data in the EU is governed by the provisions of the GDPR, which became applicable in May 2018, and related data protection laws in individual EU Member States.● ● · · 2 rw ▸ The only principal assets of our Company are cash and our interest in MoonLake AG, and accordingly we will depend on distributions from MoonLake AG to pay taxes and expenses.● ● ● · 3 ▸ We are an “emerging growth company” and it cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make the Class A Ordinary Shares less attractive to investors.● · · · 1 ▸ If our share price is volatile, we may be subject to securities litigation, which is expensive and could divert management attention.● · ● ● 3 ▸ Our indemnification obligations to our officers and directors may result in a significant cost to us and hurt the interests of our shareholders.● · · ● 2 ▸ Our license from MHKDG may be subject to retained rights.● ● · ● 3 ▸ Risks Related to Employee Matters, Managing Our Growth and Other Risks Related to Our Business● ● · ● 3 ▸ group Risks Related to Product Development● · ● ● 3 ▸ We have never successfully completed the regulatory approval process for any of our product candidates and we may be unable to do so for any product candidates we acquire or develop.● · ● ● 3 ▸ We may not identify relevant third-party patents or may incorrectly interpret the relevance, scope or expiration of a third-party patent, which might adversely affect our ability to develop and market SLK.● · · ● 2 ▸ We may, in the future, form or seek collaborations or strategic alliances or enter into licensing arrangements, and we may not realize the benefits of such collaborations, alliances or licensing arrangements.● ● · ● 3 ▸ Anti-takeover provisions in our organizational documents could delay or prevent a change of control.● ● ● ● 4 ▸ Because we do not anticipate paying any cash dividends on our capital stock in the foreseeable future, capital appreciation, if any, will be your sole source of gain.● ● ● ● 4 ▸ Changes to patent laws in the United States and other jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect SLK.● ● ● ● 4 ▸ Current and future legislation may increase the difficulty and cost for us, and any collaborators, to obtain marketing approval of and commercialize our drug candidates and affect the prices we, or they, may obtain.● ● ● ● 4 ▸ Due to unfavorable pricing regulations and/or third-party coverage and reimbursement policies, we may not be able to offer SLK at competitive prices which would seriously harm our business.● ● ● ● 4 ▸ Failure to comply with the laws and regulations prohibiting the promotion of off-label uses can result in, among other things, adverse publicity, warning letters, corrective advertising and potential civil and criminal penalties.● ● ● ● 4 ▸ Future issuances of debt securities and equity securities may adversely affect our Company, including the market price of our Class A Ordinary Shares and may be dilutive to existing shareholders.● ● ● ● 4 ▸ If approved, our product candidates that are regulated as biologics may face competition from biosimilars approved through an abbreviated regulatory pathway.● ● ● ● 4 ▸ If we fail to comply with environmental, health and safety laws and regulations, we could become subject to fines or penalties or incur costs that could have a material adverse effect on the success of our business.● ● ● ● 4 ▸ In order to successfully implement our plans and strategies, we will need to grow the size of our organization and we may experience difficulties in managing this growth.● ● ● ● 4 ▸ Issued patents covering one or more of our drug candidates could be found invalid or unenforceable.● ● ● ● 4 ▸ Patent terms may be inadequate to protect our competitive position with respect to SLK for an adequate amount of time.● ● ● ● 4 ▸ Preclinical and clinical development involves a lengthy and expensive process with uncertain outcomes, and results of earlier studies and trials may not be predictive of future clinical trial results.● ● ● ● 4 ▸ Preliminary, interim data from our clinical trials that we announce or publish may change as more patient data become available and are subject to audit and verification procedures.● ● ● ● 4 ▸ group Risks Related to Our Class A Ordinary Shares● ● ● ● 4 ▸ Risks Related to Our Limited Operating History, Business, Financial Condition, and Results of Operations● ● ● ● 4 ▸ group Risks Related to Regulatory Process and Other Legal Compliance Matters● ● ● ● 4 ▸ group Risks Related to Reliance on Third Parties● ● ● ● 4 ▸ SLK may have a safety profile that could prevent regulatory approval, marketing approval or market acceptance, or limit its commercial potential.● ● ● ● 4 ▸ Sales of our Class A Ordinary Shares, or the perception that such sales may occur, may cause the market price of the Class A Ordinary Shares to decline significantly, even if our business is doing well.● ● ● ● 4 ▸ Should any of these events occur, they could significantly harm our business and results of operation.● ● ● ● 4 ▸ The Cayman Islands Economic Substance Act may affect our operations.● ● ● ● 4 ▸ The price of our shares has been, and may continue to be volatile, and you could lose all or part of your investment.● ● ● ● 4 rw ▸ We are substantially dependent on the success of SLK, and our ongoing and anticipated clinical trials of SLK may not be successful.● ● ● ● 4 ▸ We currently rely on third parties to produce and process SLK. Our business could be adversely affected if the third-party manufacturers fail to provide us with sufficient quantities of SLK or fail to do so at acceptable quality levels or prices.● ● ● ● 4 ▸ We enjoy only limited geographical protection with respect to certain patents and may not be able to protect our intellectual property rights throughout the world.● ● ● ● 4 ▸ We face substantial competition, which may result in others discovering, developing, licensing or commercializing products before or more successfully than we do.● ● ● ● 4 ▸ We have a limited operating history and have no products approved for commercial sale.● ● ● ● 4 rw ▸ We license patent rights from third-party owners and thus our rights to develop and commercialize our technology and product candidates are subject, in part, to the terms and conditions of licenses granted to us by others.● ● ● ● 4 ▸ We may be subject to damages resulting from claims that we or our employees have wrongfully used or disclosed confidential information of our competitors or are in breach of non-competition or non-solicitation agreements with our competitors.● ● ● ● 4 ▸ We may be subject to patent infringement claims or may need to file claims to protect our intellectual property, which could result in substantial costs and liability and prevent us from commercializing SLK.● ● ● ● 4 ▸ We may not be able to effectively secure first-tier technologies when competing against other companies or investors.● ● ● ● 4 
