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Further funding will will be required after the IA is complete. But in RMs own words a successful IA is a value inflection point. So if the IA is successful the drug will be valued at more than 2p per share. Nothing really changes if the company is listed or not, the most important thing is that the trial passes and everything else will follow on from that.

My assessment is not even an assessment it's simply stating facts. A listing on AIM costs 1M a year. FACT. AIM did not support fundraise. FACT. SNG passes its IA it will be worth more. FACT. Rafa Benitez would be proud. TFGs future actions we actually have no idea what they are going to do and it may or may not affect us, so any matters relating to this are pure speculation.

It costs 1M a year to be listed on the AIM and when SNG went to AIM for funding the markets did not support this. AIM has not served its purpose. Also the tiny MCAP of SNG prevents the company being sold for market value. Delisting saves £1M a year and as a private company there will be no MCAP so there is greater scope for SNG to name its own price when it comes to any potential sale. Finally the second round of funding will take place after the interim analysis, which if successful will be a value inflection point ( in RMs own words ) ie it shouldnt be at 2p a share because a successful IA values Synairgen at much more than 2p.

RM pointed out at the recent AGM that a successful interim analysis will be a significant value inflection point. So yes a further £18M will be required to find the second half of the trial - but if the IA is succesful then it wont be at 2p a share. RM said it is very difficult to value a private company but the advantage of it not being on the AIM and linked to a share price is that they can affectively set their own valuation. And a compable of Alios sold for $1.7B at phase 2 stage has already been given.

Q: Different viruses have different mortalities. Will you do anything to balance

drug vs placebo

RM: difficult to control but there is a maximum number of covid / flu in the trial

so if this gets hit we can put a break. But the core randomisation occurs at a

site level and we are protected by the size of the trial.

Q: Another circular due to come with another vote on delisting. With another

meeting.

MPB: Yes a delisting circular to follow. And a general meeting to follow.

Cavendish: Needs a certain number of days notice so will arrive in the coming

weeks

Q: Might we see TFG representation at this meeting. Once its private they

can do what they want.

MPB: I cant control if TFG attend or not.

Q: Will there still be AGMs as a private company

Unclear who said this: Private companies arent required to hold AGMs unless

its in their articles. No requirement for this.

Lawyer: It would be unusual for a private company to do this.

We want all sites to be ready for virus season. All the modelling tells us

first half of 2026.

Q: So you do have a model - what is the % of patients you expect to recruit

and how accurate is your model

RM: We cant control how big a virus season is.

SH: We talk to investigators at hospitals, literature research, our target

recruitment is lower than that, we have a plan but we cant predict virus

season

Q: UK / Europe / US based

SH: Yes

RM: Some of the sites the trial will recruit 20% of their patients. If that was

any higher hospitals cant cope. Southern hemisphere - it is very important for

trial sites to align with SOC for the US. Southern hemisphere other then Aus

and NZ doesnt align with US. We looked at it but its not cost affective. Also

issues around consent. Some countries you have to go to court to get

permission for ventialated patients which wouldnt work for us. As patients are

unconscious and family cannot consent to this which rules out some

countries. I will talk to industry at various trials in the programme and they

want more data. They understand what we are trying to do. The IA will open a

window for us to open discussions. But we may choose to transact at the end

of the P2 trial. But I also know these deals may take a long time to conclude

so we have to carry on anyway. So my job will be to court investors after the

IA to fund the second half of the trial.

Q: So further dilution

RM: I cant really talk about future dilution but the value will go up and we

have tried to provide comparable, there arent many.

Q: Investors concerned about TFG squeezing out small investors.

Cavendish: TFG are supportive of small investors and they were supportive

of the open offer

Q: But tomorrow they will own 86% of the company, whats to stop them

swooping in for the other 14% on unfavourable terms to us PIs.

Cavendish: I cant speak for them and that is a future conversation. We act in

the interest of all shareholders

Q what data published in IA

RM: this is regulatory driven, you publish data it affects the future power of

the study, so we will give either a green or a red light.

MPB: we will not see the data, we will just see the red or green light. Its an

important readout but we cant publish the full data and this is not how an IA

works

Q: so there wont be shades of red or green

RM: also looking at safety data so not just greed / red

Q: So threshold will be greater than 25% drop in mortality

RM: correct

MPB: yes and no but independent data will also look at data so we could

have superb mortality and terrible safety or vise versa. And secondary

endpoints. So there is strict criteria aligned with a holistic approach.

Q: So will announcement to us contain all this

MPB: Announcement will not be detailed as we cannot unblind the trial.

RM: Green or red light. 25% rule is hardwired in now. But if we are very close

but unexpected benefits. We wont throw the baby out of the bath. There are

some scenarios wh

You need 40% reduction in mortality so not

much for investors to go on as to why this might work.

MPB: From post hoc analysis of sprinter we know older patients respond

better as do immunocompromised. They benefit in terms of mortality. Not

statistically significant but strongly supports. InVENT trial will be enriched with

exclusion criteria. Critical that patients screened and only allowed in if they

have a certain viral load. 8 viruses and they have to have a set level. Its an

antiviral drug so it needs patients with high viral load. This is 1 piece of

rational.

Q: Yes but we know all this and it is in the public domain. But sprinter a

different stage of patients journey. Why mechanical ventilated other trials

have been earlier.

RM: Well that is why we are doing the trial. 1/3 patients in sprinter struggling

to breathe. We are looking for people whose immune system not coped with

virus. Yes in hospital in sprinter but most people exit hospital in a few days

anyway, but we need people in real trouble who are still struggling on a vent

and crucially still have a virus. Its a mixture of our own data from our trials,

other groups data, and conversations with our advisors. If we had limitless

money I would love to do sprinter again all viruses but that would be 3000

patients. Would love to follow activ 2 but that would be tens of thousands. So

there are also pragmatic reasons and advice from our experts points us this

way.

Q: If this works well and we get results how much funding for a phase 3 ? Or

second part of phase 2. And how much saved from delisting.

SH: Future funding - second part of trial will be same as first ie £18M.

Savings from delisting about £1M. Not in 1 shot but over time. Phase 3 trial

depends on the design of the trial. Potential collabs at this point.

Q: If P2 is successful any chase of getting authorisation straight away ? Is a

P3 mandatory.

MPB: Yes P3 is mandatory. Cant go from P2 to authorisation.

Q: Any negotiations with regulators about an EUA.

RM: There needs to be an emergency for an EUA. Our ambition is to engage

with industry and industry has said they want data. Interim analysis will be a

good time to engage. Drug MUST reduce mortality by 25% and this will be

exciting for us and industry. If there was an emergency and data at IA was

compelling we could discuss EUA with regulators at that stage but it is too

early now.

Q: So an exit event sale or partnership is expected and what % if patients will

meet criteria.

RM: We engage with trial sites and screen some out, its not just proportion,

its can the trial sites cope with this with their staffing, we can amend things if

there are blockers we cant predict.

Q: But you must be able to anticipate a %

RM: We do it a different way, its more the trial sites and the sites tell us how

many patients they expect with this criteria. But virus seasons vary. Most of

the activity will be in winter 25/26 approvals / CRO to set sites up take

Other

biotech have dropped off a cliff and I didnt want to be one of them. I wish we

didnt have this level of dilution and had access to other institutions but I cant

help the market and I didnt want to be another statistic. This could provide

benefit in a beneficial setting.

Q: Failure to raise money from institutions and your own shareholders clearly

demonstrates a lack of confidence in your leadership. If people had thought

this was going to be successful they would have snapped your hand off at 2p.

Q: Genuine fear from PIs is that comms has been very poor - we have been

left in the dark. Real fear is that de-listing to a private company is going to be

even worse.

MPB: We WILL provide material updates to shareholders. Next news flow

initiation of the trial. Then full rollout of the trial and interim analysis schedules

first part of 2026.

Q: How will you communicate to investors. No RNS so where will it come

from.

MPB: Private companies still communicate.

Q: How

MPB: Presumably the website

Q: We’ve had bugger all for 3 years for you to say this doesnt fill me with

confidence. You have lost confidence of investors because communication so

bad, no wonder the fundraiser failed.

MPB: I wasnt here but going forward I have been CEO of private companies

before and it is very typical to issue press releases via the website. Initiation

of the trial, interim analysis. This is a routine commitment for me to make.

Q: You willing to communicate with closed forums, guild / reddit / telegram.

RM: I have met leaders in the past and I treat them as insitutions:

Q: Will you commit to that again

RM: I cant have hundreds of meetings

Q: But if we can have main groups together

RM: I am happy to do this if I have time. Yes why not.

SH: We will give material updates but we wont update for the sake of it if

there is nothing to talk about.

RM: If you announce a £40M trial with no funding the share price tanks so

you have to announce it all together with the funding package. So thats why

we communicated it all at once.

Q: Will we get an update on the small 5-10 patient safety trial. 1st person

dose trial proper. Can you do 100 person and 200 person recruited.

RM: Newsflow will be on the same lines as sprinter.

Q: You didnt give 100 / 200 recruitment updates. Can we have that this time.

Simple message.

MPB: I dont want to commit to anything now but it is clear that we will provide

updates when there are material events.

Q: Well how long it is taking is material for us, when we leave here we go

back to dark wilderness.

MPB: Request valid and noted but I cant agree to anything right now.

Q: Protocol published quite late, will we have to wait for it to go public.

MPB: Will be on US and UK registries before the trial start. Not the full 100

page protocol but the key points will be on there. This will be before 1st

patient dosed.

Q: InVENT very little output from previous studies to justify the pivot towards

mechanically ve

MPB: There was a roadshow done to try and raise the funds and this was not

successful. We dedicated in intense period to try and raise the funds but it

was not successful. This became a second option which we are considering

today. If this was voted down it would be unclear on how the company could

continue.

Q: So you are saying the failure of the roadshow to secure funding, you didnt

inform shareholders that this had occurred which is a material fact, and you

didnt consult shareholders about other forms of funding which may have been

amenable. Apart from TFG.

Lawyer: TFG and also existing institutional shareholders which took part in

the phase 2 were consulted. But we didnt need to inform shareholders

because TFG were always there as a backstop as they were always part of

the funding picture.

Cavendish: There are a couple of smaller institutions with holdings under the

threshold.

Q: I share the disquiet about the timetable. But I accept points made by

lawyer and on this basis I would have voted for this resolution anyway. To not

vote for this resolution is to vote for the dissolution of the company.

MPB: I agree.

Q: Missing the point. Shareholders have been kept in the dark for a long time.

If you dont declare material fact it does impact on voting and I am

disappointed.

Q: Any consideration of constructing open offer options to shareholders at a

2p rate in the future.

Cavendish: We did discuss this but TFG were very sensitive to dilution.

Q: They are !

Cavendish: Going to TFG and asking them for this would have been a

negative discussion.

Q: TFG have generated 10x

Cavendish: They were the only deal on the table

Q: Thats because you didnt address the other shareholders

Cavendish: Well that was the open offer

Q: Since failure of sprinter smaller fundraises weren’t carried out on a regular

basis to cover the running costs of the company to keep the clinical trial fund

intact. Smaller fundraises that diluted a bit would have averaged down.

Waited until the end and in a weaker position.

MPB: As explained in previous AGM there wasnt a clear strategy as to what a

trial might look like so we wouldnt have known how much to keep back.

Q: You could have covered the running costs of the company to keep a

substantial amount intact. Those fundraisers would have been at a much

higher price than what we have ended up at which is 2p.

RM: When you raise money just to keep the show going it wouldn’t have gone

down well. Where we are at today is a reflection of market conditions, it is

very tough out there.

Q: You lack humility and I cant believe you are still sat in front of us. You need

to resign immediately. You have been here from start to finish. We are sat

here now with an 87% dilution on your watch.

RM: My job is to find a way to progress the drug. We have assessed all the

routes. This is the population we have chosen. I am pleased with the direction

we want to progress in but the bit I cant control is ma

To give you an insight into the proxy

voting already done, I can disclose that the votes so far are strongly in favour

of all 8 resolutions. Questions related to resolutions only pls.

Q: Question about timing of the votes, the voting closed before the result of

the open offer was known. So the people who voted not in a position to know

the result of the open offer before before they made their vote.

MPB: What you have said is correct voting closed on Tuesday and open offer

announced Wednesday.

SH ( Simon Holden secretary ): This is all according to regulations.

Q: Voting was strongly in favour of resolution number 1 but would that have

been different if people had known the result of the open offer had failed.

MPB: We will never know this is pure speculation. Its a fair question.

SH: This is just the way fundraisers are done. We arent breaking new territory

here and lots of companies do it this way.

Q: So the company isnt in control of deadline of the open offer.

Cavendish representative: The reason we let the open offer run as much as

possible so people had more time to participate. Could have stopped it a

week earlier but our thought process was that a week extra gave people more

time to raise the funds.

Q: Material facts are different today than what they were when the open offer

was announced.

MPB: I dont know how we round this point out other than to accept all the

points were laid out in the open offer document.

Q: Well it undermines the validity of the result.

SH: You have a shareholder that has committed £18M to the business and

other shareholders have not committed anything close to this. No-one is

discrediting you but this is the mechanics.

Q: Yes but TFG were excluded from voting on resolution 1. So why is that

relevant to this resolution.

SH: Valid observation. But I disagree ( that it invalidates the result )

Q: TFG are now essentially taking over the company which shareholders

agreed to on the assumption that we would get to participate. We didnt have

the information that we were delisting so people may have voted differently.

MPB: Circular made it crystal clear that if the £2.9M was not met we would

delist. This was not hidden from anyone.

Q: We have essentially been taken over and waived all our rights with

insufficient information.

Lawyer: People are saying they may have changed their votes, but if they did

then none of the trial would happen and the company would not be able to

carry on. You would be back to square 1.

Q: Maybe that could have been a point of negotiation. Deal delivered without

consultation with the other 70% of shareholders.

Q: It is a good deal but you can see with the benefit of hindsight this was set

up to move in one direction.

MPB: There was a roadshow done to try and raise the funds and this was not

successful. We dedicated in intense period to try and raise the funds but it

was not successful. This became a second option which we are considering

today. If t

MPB: Agenda. 4 non exec directors stepping down and not here send their

apologies. Scene setting to recap and give some context. Some of what I say

is of course subject to resolutions. Board working intensively in Q4 to direct

SNG001 into a compelling clinical position. Patients in intensive care which

we believe is compelling. This direction commercially attractive if successful.

Can generate significant value. We think we have accomplished next steps in

challenging times. Fundraising programme. Following AGM we undertook an

institutionally focussed roadshow was concluded well before December when

we announced finance. This outreach was not successful we were unable to

secure any commitment to funding. Fast forward to 20/12 we are delighted

that tetragon have stepped up to support SNG001. And the other key piece is

that in this financing we did not achieve minimum fundraise condition of

£2.9M so consequently the company plans to pivot away from AIM.

Programme, the sharp focus of the business is phase 2 trial. Invest P2 study

is a definitive study, definitive because it is large 450 patients, also definite

because primary endpoint of mortality is meaningful for patients / regulatory

agencies / pharma. Other point to note about InVENT the operational team

has been busy getting ready to execute the trial. CMC / medical / science and

interfaces with regulatory agencies. Intense period for all staff and we believe

we are in good shape to start this study in the coming months. Board.

Finance and programme is a reset, but also board is reset. Smaller board

going forward and reset in terms of membership. Sincere acknowledgement

to the 4 leaving. SSH huge advocate of SNG001 and this trial. They are

leaving the board but still will be valuable going forward. In terms of new

board, new skills, fresh ideas. First new member is Dr Martin Murphy and I

will be personally delighted when he joins. Martin has an excellent profile in

his field having led Syncona for a number of years. Martin is not an agent of

Tetragonal and will act independently. He is not a spokesperson or a

representative of Tetragon.

MM: Im Martin Murphy, scientist with PHD and 30 years in biotech market.

MBM London Boston US, invested £1BN in a number of biotechs, in 2012 I

co founded Syncona with £200M and over the next 10 years we invested

£1BN in over 20 companies and of those 2 medicines approved with more to

come and have also sold a number of business successfully. I left just over a

year ago and have been involved in the design of InVENT and look forward to

joining officially.

MPB: On agenda significant reset around finance and a compelling case

going forward. Our job now is to deliver and we are on with this. Formal part

of meeting and will open Q and A divided into Qs about the resolutions and

then general Qs. ( reads all his legal jargon and recaps the resolutions and

the voting procedures and %s required ).

Https://www.gov.uk/government/news/100-million-public-private-health-research-boost

Movement on the VPAG, Southampton one of the hubs. Could be something could be nothing.

I presume when doing corporate deals like this there will need to be some input from lawyers, I think most law firms tend to close over xmas period, i think if we dont get anything next week then its new year. As a mortgage broker I know a lot of people moving house aim for completion with solicitors closing dates in mind so lets hope synairgen are also working on this basis.

Manifesto comments noted but it depends who the backer is surely ? If it's a commercial enterprise then yes they will want a return. But grants ( esp government ) might not ? In the UK there is the VPAG which has been mentioned here before which has £400M burning a hole in its pocket 75% of which is allocated to clinical trials. Other governments ( USA ? ) probably have similar things.

So many comments and quotes to dissect but my thoughts for what they are worth: "all conversations came to the conclusion that if we do this we might as well do it right" - whoever they have been talking to obviously supports this which would include funding. AGM votes - nobody voted except TFG based on vote numbers so its clear TFG support whatever is going on, "one of the arrows in the air is what we are looking to do now" - RM has previously spoken many times about his arrows, platform trials, government grants, etc etc etc, could have have actually pulled something out of the hat ? I dont believe that £50M worth of dilution for existing shareholders would count as an arrow so it must be something else ! RM asking us to "judge him at the AGM" when challenged on his performance and why he should be voted to stay. In the main and afterchat SS spoke about potential BP offers may come when the data is right so I dont believe this will be a tie up with a BP. My speculation based on the above is that the dilution might not be as bad as we fear, enough to keep the lights on for 2 years perhaps, say £12M ( in addition to funds on hand seems about right ? ) then maybe the trial itself could it be non dilatory funding from whatever RMs arrow was which they are looking to go forwards with ? This is just my feeling from the information available but only time will tell how wide of the mark I am !

If there is dilution you will own exactly the same number of shares and have the same average, but the % of the company you own will be less. EG if there are 200M shares in circulation and you have 2M shares then you own 1% of the company. If another 200M shares get issued ( 100% dilution ) then you will still have your 2M shares at the same average but you will now only own 0.5% of the company instead of 1%.

SSH It is very hard indeed, one is the agnostic ability of this drug, because of the 600 ways it

switches mechanisms on, point 2 is we need a definitive answer now, we were nowhere near that

a year ago, but what has happened since then with all the biomarker stuff has now connected to

these phenotypes and and the commonalities between them all have now been identified, so this

gives us the confidence to do a decent trial instead of a look and see trial

Q why are the big pharmas not excited about this as well

SS The big difference from last year is that we have resolved catalysed by our conversations to go

for it this year and do a big trial and get the result that has a very high probability of success but

more importantly then Pharma will take an interest because there has been a proper trial which

has produced a stastcically significant result. That is what drives big Pharma interest.

SSH Your going to have this EGM which will be well worth it if you can spare the time, its like

having 8 moving parts all moving and interconnected together, once its out we can discuss it all, it

is sensitive at the minute, id love to blurt it all out then you would have gone away satisfied but

there are rules about it. We do believe in what we are doing.

SS resolutions, re-appointment of RM

Q why should he stay

RM believe in science and drug. Focussed on value for shareholders from where we are today.

Q comms

RM dont want yoyo, not sure what more I could have said

Q how can an investor make an informed decision from the AGM when nothing learned / comms

very poor. SP drifted to 4p. Yoyo may not be good for you but neither is a steady decline to 4p

RM judge me at the AGM

Q what happens to options when people leave

SS there are good leavers and bad leavers, good leavers retain bad leavers relinquish. From my

perspective as chairman I dont have any options and I have paid for every share that I have got. I

am very much in the same boat and I am not relinquishing them.

RM I dont want to talk about individuals leaving. How it affects us going forward. New recruits

already had a hug impact in trial design. As of today are there any holes in our team - NO. Phil has

been an enormous workhorse for this company for 18 years. Phils great strength is pre clinical.

Very kindly turned his hand to many things. He said 2 years ago that at the right moment he

would like to leave. Now his replacement is there the time is right.

Q will there be more options issued

SS we do issue options from time to time to incentivise the staff

SS thanks for your interaction today. Sad to leave but thanks and goodbye. I will not be

relinquishing any of my shares.

AFTERCHAT WITH SSH

SSH. Ive been in this game a long time.

Q Are you excited about this ?

SSH Would I be here ? I am 78 years old, would I still be doing this at the age of 78 having had a

reasonably good career if I didnt believe in what we were doing. My wife would have said no as

well. I am fully committed to this. I not heavily into the shareholding side but I do understand it. I

am more on the science side of things and we learned a huge amount during covid and during the

last 2 years, and we now know a lot of things we didnt know back then. Spotting patients the

most responsive to treatment and causes of association for severity primary interferon production.

When you put it all together your talking about 30% of the patient population that has so far been

identified. This isnt a trivial 1 or 2% this is a big chunk. Whether its autoantibodies / genetics / T

cell function. Really is exciting as a drug is only as good as its target population. Look at asthma,

when they understood it and got the biomarker then the treatments came. The more you get into

precision medicine the more precise you need to be about who you put your medicine into.

Q but this has taken so long what are the chances that someone else could swoop in and

overtake us

SSH It is very hard indeed, one is the agnostic ability of this drug, because of the 600 ways it

switches mechanisms on, point 2 is we need a definitive answer now, we were nowhere near that

a year ago, but what has happened since then with all the biomarker stuff has now connected to

these phenoty