Open Orphan : Completion of Compulsory Acquisition of Shares ● ●

Completion of Compulsory Acquisition of Shares

Released : 09 March 2020

RNS Number : 4918F

Open Orphan PLC

09 March 2020

9 March 2020

OPEN ORPHAN PLC

('Open Orphan' or the 'Company')

Completion of the compulsory acquisition of remaining hVIVO shares

Open Orphan (ORPH), the rapidly growing specialist CRO pharmaceutical services company which has a focus on orphan drugs and is a world leader in the provision of virology and vaccine challenge study services, announces that further to the announcement of 28 January 2020, the Company will shortly be posting letters to shareholders of hVIVO plc ('hVIVO') who did not accept the offer made by the Company on 9 December 2019. The letters confirm completion of the compulsory acquisition of all remaining hVIVO shares (the 'Compulsory Acquisition'), which occurred today, pursuant to the provisions of sections 974-991 of the Companies Act 2006.

Application has been made to AIM for 15,600,932 ordinary shares of 0.1 pence each in the capital of the Company ('Ordinary Shares') to be admitted to trading on AIM and Euronext Growth ('Admission'). Admission is expected to occur at 8.00 a.m. on 12 March 2020. The allotment and issue of these consideration shares to the non-assenting shareholders pursuant to the Compulsory Acquisition will be the final tranche of shares to be issued in respect of the merger with hVIVO, which completed on 17 January 2020.

Total Voting Rights

In conformity with the FCA's Disclosure Guidance and Transparency Rules, the Company confirms that following Admission, its issued share capital will consist of 549,038,274 Ordinary Shares. All of the Ordinary Shares have equal voting rights and there are no Ordinary Shares held in treasury. This figure of 549,038,274 Ordinary Shares represents the total voting rights in the Company and may be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Rules.

For further information please contact

Open Orphan plc

Cathal Friel, Executive Chairman [phone]

Trevor Phillips, Chief Executive Officer [phone]

Arden Partners plc (Nominated Adviser and Joint Broker) [phone]

John Llewellyn-Lloyd / Benjamin Cryer

Davy (Euronext Growth Adviser and Joint Broker) [phone]

Anthony Farrell

Camarco (Financial PR) [phone]

Tom Huddart / Daniel Sherwen

Notes to Editors:

Open Orphan is a rapidly growing specialist CRO pharmaceutical services company which has a focus on orphan drugs and is a world leader in the provision of virology and vaccine challenge study services and viral laboratory services. It has Europe's only 24-bedroom quarantine clinic with onsite virology lab in London. hVIVO supports product development for customers developing antivirals, vaccines and respiratory therapeutics, all particularly relevant and topical in the environment of heightened awareness of the Coronavirus in 2020. The Company also has a leading portfolio of 8 viral challenge study models which are: 2 FLU, 2 RSV, 1 HRV, 1 Asthma, 1 cough and 1 COPD viral challenge models. No other company in the world has such a portfolio, with only two competitors globally having 1 challenge study model each.

Open Orphan comprises of two commercial specialist CRO services businesses (Venn and hVIVO) and is developing an early stage orphan drug genomics data platform business. This platform captures valuable genetic data from patient populations with specific diseases with designated orphan drug status and incorporating AI tools. In June 2019, Open Orphan acquired AIM-listed Venn Life Sciences Holdings plc in a reverse take-over and in January 2020 it completed the merger with hVIVO plc. Venn, as an integrated drug development consultancy, offers CMC (chemistry, manufacturing and controls), preclinical, phase I & II clinical trials design and execution. The merger with hVIVO created a European full pharma services company broadening the Company's customer base and with complementary specialist CRO services, widened the range of the Company's service offerings.

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