NOT FOR DISTRIBUTION, PUBLICATION OR FORWARDING, EITHER DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS PUBLICATION.

Public disclosure of inside information according to Article 17 para. 1 of the Regulation (EU) No 596/2014 on market abuse (Market Abuse Regulation)

European Healthcare Acquisition & Growth Company B.V. and Croma-Pharma GmbH, agree on adjusted enterprise value of Croma, and Sponsors waive 20% sponsor shares and devalue 20% sponsor warrants

• European Healthcare Acquisition & Growth Company B.V. (EHC), Croma-Pharma GmbH (Croma) and the shareholders of Croma agree on even more attractive terms for current shareholders and potential new investors ahead of de-SPAC transaction with an adjusted enterprise value of Croma of €712.5 million compared to €850 million announced in December 2022, thereby incentivizing shareholders in a volatile market and interest rate environment

• Sponsors of EHC (Sponsors) agree to transfer 20% of their class B ordinary shares (Sponsor Shares) to EHC for cancellation and will devalue 20% of their class B warrants (Sponsor Warrants)

• Shareholders of EHC will be invited to EHC’s AGM shortly to vote on the approval of the business combination with Croma

Munich, 15 May 2023

European Healthcare Acquisition & Growth Company (EHC), Croma-Pharma GmbH (Croma) and the shareholders of Croma (Croma Shareholders) today entered into an amendment agreement to the business combination agreement, dated December 22, 2022. The amended terms include an adjusted enterprise value of Croma of €712.5 million compared to €850 million as announced in December 2022. In connection with the valuation adjustment, the Sponsors will transfer 20% of their Sponsor Shares (i.e., 1,333,332 Sponsor Shares) to EHC for cancellation and agree to increase the exercise price from €11.50 to €400.00 for 20% of their Sponsor Warrants (i.e., 1,353,600 Sponsor Warrants) resulting in a devaluation.

These changes further drive the alignment of interests of all stakeholders, including EHC, Croma, the Sponsors and the Croma Shareholders, and shall incentivize the existing long-term oriented shareholder base and attract new investors, and therefore be beneficial to all parties. The contribution of the Sponsors will also reduce the dilution of other shareholders. These amendments are the result of discussions with the Croma Shareholders as well as investors and was driven also by changing market developments and the current interest rate environment.

The closing of the transaction remains subject to the approval of EHC’s general meeting and the satisfaction or waiver of certain other customary closing conditions, including minimum cash in EHC of €100 million. Shareholders of EHC will be invited shortly for the approval of the business combination at EHC’s annual general meeting at the end of June 2023. The invitation will include a shareholder circular Croma’s consolidated financial statements for 2022, 2021 and 2020 as well as a discussion of Croma’s strong financial results for 2022, which were reported by Croma on May 9, 2023. Following approval and upon closing of the transaction, EHC is expected to be converted into a public company with limited liability (naamloze vennootschap) named Croma N.V.

Dr. Cornelius Baur, CEO of EHC and proposed member of the future supervisory board of Croma N.V., says: “With the mutually agreed adjusted valuation of Croma-Pharma, we are offering an even more attractive return opportunity for our current shareholders, the opportunity to create a strong and high profile shareholder base as well as a strong post-IPO performance.”

-----------

About Croma

Croma is a global player in the minimally invasive aesthetics market and a leading European manufacturer of premium quality hyaluronic acid syringes. The company offers a comprehensive and innovative aesthetics portfolio including botulinum toxin, fillers, lifting threads and biostimulators complemented by its own skincare brand. Founded in 1976 by a pharmacist couple, Croma-Pharma GmbH is a family company headquartered in Austria where it also operates its manufacturing plant. With 550 employees, 13 subsidiaries in Europe and Brazil, two joint ventures and 60 exclusive export partners, it distributes its products in 80 markets globally, including the US, Canada, China, Australia and New Zealand. It also operates as a contract manufacturer in orthopaedics and ophthalmology. For more information please visit croma.at.

About EHC

EHC is an operators-led special purpose acquisition company. With its exclusive focus on healthcare, EHC is the first of its kind in Europe and benefits from excellent investment opportunities driven by the market’s underlying fundamentals and an excellent value creation potential. In addition, the Sponsors have created a novel structure which materially innovates the special purpose vehicle concept to allow a very attractive alignment of interests of all stakeholders.

Media Enquiries EHC

FGS Global

Kai Peter Rath

+49 171 861 98 06

kai.rath@fgsglobal.com

Important Notice

This publication may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. This publication does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the “Securities”) of European Healthcare Acquisition & Growth Company B.V. (the “Company”) in the United States, Australia, Canada, Japan or any other jurisdiction in which such offer or solicitation is unlawful. The Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The Securities of the Company have not been, and will not be, registered under the Securities Act. The Securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan subject to certain exceptions.

In the United Kingdom, this publication is only being distributed to and is only directed at persons who are “qualified investors” within the meaning of Article 2 of the Prospectus Regulation as it forms part of retained EU law in the United Kingdom as defined in the European Union (Withdrawal) Act 2018 (as amended) and are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as “Relevant Persons”). This publication is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this publication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

The Securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any Retail Investor in the EEA. For these purposes, a “Retail Investor” means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, as amended (“MiFID II”); (ii) a customer within the meaning of Directive (EU) 2016/97 of the European Parliament and of the Council of 20 January 2016 on insurance distribution, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 of the European Parliament and of the Council of 26 November 2014 on key information documents for packaged retail and insurance-based investment products (the “PRIIPs Regulation”) for offering or selling the Securities or otherwise making them available to Retail Investors in the EEA has been prepared and therefore offering or selling the Securities or otherwise making them available to any Retail Investor in the EEA may be unlawful under the PRIIPs Regulation.

Solely for the purpose of the product governance requirements contained within MiFID II, (ii) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 of 7 April 2016 supplementing MiFID II and (iii) local implementing measures (together, the “MiFID II Requirements”), and disclaiming any and all liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Requirements) may otherwise have with respect thereto, the Public Shares and Public Warrants have been subject to a product approval process. As a result, it has been determined that (i) the Public Shares are (a) compatible with an end target market of Retail Investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II, and (b) eligible for distribution through all distribution channels permitted by MiFID II and (ii) the Public Warrants are (a) compatible with an end target market of investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II, and (b) eligible for distribution to professional clients and eligible counterparties through all distribution channels permitted by MiFID II.

This release may contain forward looking statements, estimates, opinions and projections with respect to anticipated future performance of the Company (“forward-looking statements”). These forward-looking statements can be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “intends,” “may,” “will” or “should” or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current views, expectations and assumptions of the management of the Company and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements included herein only speak as at the date of this release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions..