N4 Pharma Plc Regulatory News (N4P)

05 February 2018

N4 Pharma Plc

("N4 Pharma" or the "Company")

Issue of Deferred Consideration Shares

and

Director/PDMR Shareholding

N4 Pharma Plc (AIM: N4P), the specialist pharmaceutical company which reformulates existing drugs and vaccines to improve their performance, is pleased to announce the issue of 4,591,400 new ordinary shares of 0.4p each (the "Deferred Consideration Shares") to Nigel Theobald, the Company's CEO, in accordance with the terms of the share purchase agreement entered into between the Company and Nigel Theobald dated 13 April 2017 (the "Agreement").

Under the terms of the Agreement, the Company (then called Onzima Ventures Plc) agreed to acquire the remaining issued share capital of N4 Pharma Limited from Nigel Theobald that it did not already own through the issue of 4,510,800 initial consideration shares (the "Initial Consideration Shares") with further deferred consideration payable, being the Deferred Consideration Shares, if, within two years from the date of Agreement, the Company's share price closed above 15p for a period of ten consecutive dealing days (such price being over a 100 per cent. premium to the price per share at which the Initial Consideration Shares were issued of 7p).

The Deferred Consideration Shares shall be subject to lock-in on the same terms as all other shares held by Nigel Theobald as detailed in the Company's admission document dated 13 April 2017. Following the issue of the Deferred Consideration Shares, Nigel Theobald will be interested in 16,846,633 ordinary shares representing 19.69 per cent. of the issued share capital of the Company as enlarged by the issue of the Deferred Consideration Shares.

Application has been made for admission of the Deferred Consideration Shares to trading on AIM ("Admission"). It is expected that Admission will take place and that dealings in the Deferred Consideration Shares will commence on AIM at 8.00 a.m. on 8 February 2018.

Following Admission, there will be a total of 85,550,013 ordinary shares in issue. Shareholders should 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 Company, under the FCA's Disclosure and Transparency Rules.

David Templeton, Chairman of N4 Pharma, commented: "We are delighted that the Company's share price has passed the threshold for the issue of the Deferred Consideration Shares well in advance of the deadline of April 2019.

In addition to the issue of the Deferred Consideration Shares, we have received over £770,000 in additional funds through the exercise of warrants since the Company's re-admission to AIM on 3 May 2017. These additional funds see the Company well-funded to accelerate its vaccine delivery work whilst we await the results of the pending in human trials for our sildenafil reformulation."

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About N4 Pharma

N4 Pharma is a specialist pharmaceutical company which reformulates existing drugs and vaccines to improve their performance.

N4 Pharma's reformulation work falls under two divisions:

• generic, already commercialised, drugs; and

• delivery of novel and existing vaccines.

N4 Pharma has identified a number of established drugs that could be improved upon through its reformulation techniques. N4 Pharma's most advanced reformulation is for sildenafil, widely marketed as Viagra, where N4 Pharma is seeking to improve the speed at which the drug takes effect whilst also extending its duration of action.

N4 Pharma's reformulation approach should take approximately three years to obtain regulatory approval as opposed to the traditional process for new drugs of on average ten years. The cost and risk profile of this model is also significantly less than the traditional process. N4 Pharma's business model for generics is to take reformulated drugs from its portfolio through to the stage where it will license its newly reformulated drugs to pharmaceutical companies to commercialise them. N4 Pharma's revenues should be derived from up front milestone and royalty payments associated with the licence.

N4 Pharma's business model for vaccines is to undertake the required clinical work to demonstrate the capability of its delivery system as a cancer vaccine or therapeutic treatment so that it can license the technology to major players developing treatments in this area, again in return for up front milestone and royalty payments associated with the licence.