MaxCyte Regulatory News (MXCT)

MaxCyte, Inc.

("MaxCyte" or the "Company")

Consolidation of Trading Lines

Total voting rights

Gaithersburg, Maryland - 21 February 2022:  MaxCyte, Inc. (Nasdaq: MXCT; LSE: MXCT, MXCN), a leading provider of enabling platform technologies for ex-vivo cell engineering, announces the consolidation of the two lines of common stock into a single unrestricted line of common stock (MXCT). This will be affected by the transfer of all stock comprising the Regulation S restricted trading line (MXCN) to the unrestricted common stock (MXCT) trading line. 

This consolidation of trading lines follows the expiration of the distribution compliance period in relation to the subscription of new shares of common stock announced by the Company on 3 February 2021. The consolidation is intended to help both trading liquidity and transparency for shareholders and will result in the cancellation of trading of the Regulation S restricted trading line MXCN (ISIN Number USU575801258).

Currently MaxCyte common stock of $0.01 par each ("Common Stock") are held as:

(i) unrestricted Common Stock trading under the symbol MXCT (ISIN number US57777K1060)

(ii) restricted Common Stock trading under the symbol MXCN (ISIN number USU575801258)

Following a recent exercise of options and issue of new Common Stock, the number of unrestricted shares of Common Stock currently trading under the symbol MXCT is 100,956,992 and the number of restricted shares of Common Stock currently trading under the symbol MXCN is 330,000.

The Consolidation will be effective from 25 February 2022, following which 101,286,992 MaxCyte Common Stock will be held as unrestricted shares in MXCT. Shareholders in the Company may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the stock capital of the Company.

Further details regarding the restricted shares

On the 3 February 2021 the Company announced details of distribution restrictions in respect of certain shares of new common stock subscribed for at that time. The Company intends to transfer the restricted shares held by non-affiliates (as defined under the US Securities Act of 1933, as amended (the "Securities Act")) of the Company (including those holders who are affiliates only by virtue of their position as an officer or director of the Company) to the unrestricted line of Common Stock. As this includes all of the restricted shares the Company will also be cancelling the restricted trading line.

While the restricted shares are identical in all respects to the Company's Common Stock, free from all liens, charges and encumbrances of any kind, during the "distribution compliance period", (as set out under Regulation S under the Securities Act) they are subject to the conditions listed under section 903(b)(3), or Category 3, of Regulation S.

The distribution compliance period has now ended and accordingly the restrictions will be lifted shortly and the trading line with the symbol MXCN.L and ISIN USU575801258 will cease trading at 4:30pm on 24 February 2022. All shareholders on the MXCN.L share register at 6:00pm on 24 February 2022 (Record Date) will have their shareholding in Common Stock transferred to the non-restricted share register. From 25 February 2022 all MaxCyte Common Stock will trade under the symbol MXCT.L, ISIN number US57777K1060.

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About MaxCyte

MaxCyte is a leading commercial cell-engineering company focused on providing enabling platform technologies to advance innovative cell-based research as well as next-generation cell therapeutic discovery, development and commercialization. Over the past 20 years, we have developed and commercialized our proprietary Flow Electroporation® platform, which facilitates complex engineering of a wide variety of cells. Our ExPERT™ platform, which is based on our Flow Electroporation technology, has been designed to support the rapidly expanding cell therapy market and can be utilized across the continuum of the high-growth cell therapy sector, from discovery and development through commercialization of next-generation, cell-based medicines. The ExPERT family of products includes: four instruments, the ATx™, STx™ GTx™and VLx™; a portfolio of proprietary related processing assemblies or disposables; and software protocols, all supported by a robust worldwide intellectual property portfolio.