Synairgen plc

('Synairgen' or the 'Company')

Update on trading post cancellation

Southampton, UK - 3 April 2025: Synairgen plc (LSE: SNG), the respiratory company developing SNG001, an investigational formulation for inhalation containing the broad-spectrum antiviral protein interferon beta, provides an update post its recent General Meeting held on 28 March 2025.

At the General Meeting, shareholders approved the adoption of new articles of association, which will be adopted when the Company re-registers as a private limited company (the "New Articles").

The New Articles contain provisions (articles 32 to 38) which regulate how share transfers shall be carried out following adoption, including:

·    a right of first refusal on transfers of shares which are not Permitted Transfers (see below) and which comprise a transfer of more than 1,000,000 shares (or such other amount of the same nominal value following any consolidation, sub-division, bonus issue or other changes in capital structure) in aggregate by a single shareholder over the course of their shareholding other than to TFG Asset Management UK LLP (the Company's majority shareholder, which holds 86.9 per cent. of the issued share capital of the Company) (articles 37 and 38 being the "Right of First Refusal"); and

·    that certain transfers of shares will be permitted and not be subject to the Right of First Refusal, being transfers of up to 1,000,000 Shares (or equivalent nominal value) in aggregate by shareholders and transfers to certain connected persons carried out in accordance with articles 32 to 36 (inclusive) of the New Articles (articles 32 to 36 being the "Permitted Transfers").

Further details regarding articles 32 to 38 are set out in the circular to shareholders dated 11 March 2025.

Synairgen has subsequently reached an agreement with TFG Asset Management UK that it will waive the rights provided to it in articles 32 to 38 (inclusive), such that any transfers do not need to be made in accordance with those articles and as such the Right of First Refusal and the Permitted Transfers provisions shall not apply. This means that transfers of shares may be made in excess of the 1,000,000 De Minimis Limit referred to in article 32.

TFG Asset Management UK has agreed to waive its rights under the Right of First Refusal and provide its consent to any transfers that would otherwise be restricted pursuant to articles 32 to 36 up until the date of any future equity fundraise carried out by the Company.

Accordingly, the ordinary shares of the Company will remain freely transferrable (in certificated form) up until such date.

In addition, and as announced on 28 March 2025, the Asset Match trading facility will be in place for a minimum period of two years from cancellation of admission of the ordinary shares to trading on AIM, i.e. up to 9 April 2027.

Shareholders who wish to be kept informed of the Company's progress as a private company should subscribe for updates on the Company's website at https://www.synairgen.com/investors/performance#email

For further enquiries, please contact:

Notes for Editors

About Synairgen

Synairgen is a UK-based respiratory company focused on the development of SNG001 (inhaled interferon beta) as potentially the first host-targeted, broad-spectrum antiviral treatment delivered directly into the lungs for severe viral lung infections.

Millions of people globally are hospitalised every year due to viral lung infections and there are currently no approved antiviral therapies for the majority of these patients. Synairgen is developing SNG001 to address this need.

Synairgen is quoted on AIM (LSE: SNG). For more information about Synairgen, please see www.synairgen.com