ROIV Roivant Sciences Ltd

Roivant Sciences Ltd. (“Roivant”) today announced that the members of the Board of Directors of Arbutus Biopharma Corporation (“Arbutus”) have resigned and been replaced. As of the date hereof, Roivant beneficially owns and controls 38,847,462, or 20.5%, of Arbutus’s common shares.

On February 21, 2025, Roivant’s Chief Executive Officer, Matthew Gline, met with the Board of Directors of Arbutus and requested that each of the members of the Board of Directors resign from their position as a director of Arbutus. As announced by Arbutus, each member of Arbutus's Board of Directors agreed to the request and resigned on February 24, 2025. In conjunction with their resignations, the Board of Directors agreed to (i) reduce the number of directors from seven to five; and (ii) replace Arbutus’s Board of Directors with five individuals – Lindsay Androski, Robert Alan Beardsley, Joseph Bishop, Matthew Gline and Anuj Hasija – to serve until the 2025 Annual General Meeting of Shareholders or until their respective successors are duly elected or appointed. In addition, as disclosed by Arbutus, the Board of Directors has appointed Ms. Androski to serve as President and Chief Executive Officer of Arbutus. Ms. Androski, along with Mr. Gline and Mr. Bishop, are employees of Roivant Sciences, Inc., a wholly-owned subsidiary of Roivant.

Subject to applicable legal requirements, Roivant may purchase additional securities of Arbutus from time to time in open market or private transactions, depending on its evaluation of Arbutus’s business, prospects and financial condition, the market for Arbutus’s securities, other developments concerning Arbutus, the reaction of Arbutus to Roivant's ownership of Arbutus’s securities, other opportunities available to Roivant, and general economic, money market and stock market conditions. In addition, depending upon the factors referred to above, Roivant may dispose of all or a portion of its securities of Arbutus at any time. Roivant reserves the right to increase or decrease its holdings on such terms and at such times as it may decide.

Other than as described in this press release, Roivant does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in items (a) through (k) of item 5 of Form 62-103F1 – Required Disclosure under Early Warning Requirements, although, depending on the factors discussed in its Early Warning Report, Roivant may change its purpose or formulate different plans or proposals with respect thereto at any time.

This news release is being issued under the early warning provisions of Canadian securities legislation. A copy of the Early Warning Report to be filed by Roivant in connection with the event described above will be available on Arbutus’s SEDAR+ profile at www.sedarplus.ca.

A copy of this news release may be obtained on Arbutus’s SEDAR+ profile at www.sedarplus.ca. The head office of Arbutus is 701 Veterans Circle Warminster, Pennsylvania 18974 United States of America. Roivant’s principal executive office is located at 7th Floor, 50 Broadway London SW1H 0DB United Kingdom.

About Roivant

Roivant is a biopharmaceutical company that aims to improve the lives of patients by accelerating the development and commercialization of medicines that matter. Roivant’s pipeline includes IMVT-1402 and batoclimab, fully human monoclonal antibodies targeting FcRn in development across several IgG-mediated autoimmune indications; brepocitinib, a potent small molecule inhibitor of TYK2 and JAK1 in development for the treatment of dermatomyositis, non-infectious uveitis and cutaneous sarcoidosis; and mosliciguat, an inhaled sGC activator in development for pulmonary hypertension associated with interstitial lung disease. We advance our pipeline by creating nimble subsidiaries or “Vants” to develop and commercialize our medicines and technologies. Beyond therapeutics, Roivant also incubates discovery-stage companies and health technology startups complementary to its biopharmaceutical business. For more information, www.roivant.com.

Forward-Looking Statements

This press release contains forward-looking statements. Statements in this press release may include statements that are not historical facts and are considered forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are usually identified by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and variations of such words or similar expressions. The words may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act. Our forward-looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future, and statements that are not historical facts.

Although we believe that our plans, intentions, expectations and strategies as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations or strategies will be attained or achieved. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a number of risks, uncertainties and assumptions, including, but not limited to, those risks set forth in the Risk Factors section of our filings with the U.S. Securities and Exchange Commission. Moreover, we operate in a very competitive and rapidly changing environment in which new risks emerge from time to time. These forward-looking statements are based upon the current expectations and beliefs of our management as of the date of this press release, and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Except as required by applicable law, we assume no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

For further information:

InvestorsKeyur Parekhkeyur.parekh@roivant.com 

MediaStephanie Leestephanie.lee@roivant.com 

1389-8145-4866