REG - Oxford Biomedica PLC - Response to Rule 2.8 Announcement

Oxford BioMedicaAnnouncement

25/02/2026 12:45

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RNS Number : 4034U  Oxford Biomedica PLC  25 February 2026

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

FOR IMMEDIATE RELEASE

25 February 2026

Oxford Biomedica plc

Response to Rule 2.8 Announcement

The Board of Oxford Biomedica plc ("OXB" or the "Company") (LSE: OXB) notes
the announcement made earlier today by EQT X EUR SCSp and EQT X USD SCSp each
represented by its manager (gérant), EQT Fund Management S.à r.l.
(collectively referred to as "EQT") confirming that, following the
announcement by the Company of a possible cash offer for the entire issued and
to be issued ordinary share capital of OXB by EQT on 14 January 2026 (the
"Possible Offer Announcement"), and the subsequent announcement by the Company
on 11 February 2026 that the PUSU deadline was being extended, EQT does not
intend to make an offer for OXB. As a result, EQT is bound by the restrictions
set out in Rule 2.8 of the City Code on Takeovers and Mergers (the "Code").

In total, EQT submitted four proposals to the OXB Board, including two after
the Possible Offer Announcement which comprised possible cash offers, and the
possibility of an unlisted share alternative. The Board and its advisers
carefully considered each proposal and, having consulted with certain key
shareholders of OXB following the Possible Offer Announcement, unanimously
concluded that the proposals undervalued the Company and its prospects and
fell short of a recommendable level. The proposals were therefore rejected by
the Board.

OXB is a leading global CDMO and viral vector specialist across lentivirus,
adeno-associated virus, adenovirus and other viral vector types. The Board has
great confidence in the capabilities of its leadership team, evidenced by the
continued momentum in the Company and its attractive future prospects. OXB
continues to make significant progress towards its financial objectives
underpinned by its scalable end to end capabilities, sustained high demand and
robust pipeline. These foundations reinforce the Board's commitment to deliver
on its strategy to lead the cell and gene therapy CDMO field as a trusted
partner with unmatched quality and innovation and create significant value for
shareholders.

 

Enquiries:

 

 Oxford Biomedica plc:                                                                                                T: +44 (0) 1865 783 000
 Lucy Crabtree - Chief Financial Officer

 Evercore Partners International LLP (Financial Adviser to OXB)              +44 (0) 20 7653 6000
 Julian Oakley

 Simon Elliott

 Wladimir Wallaert

 Harrison George

 Jefferies International Limited (Financial Adviser and Corporate Broker to  +44 (0) 20 7029 8000
 OXB)
 Philip Yates

 Sam Barnett

 Gil Bar-Nahum

 William Brown

 ICR Healthcare:                                                             +44 (0) 20 3709 5700
 Mary-Jane Elliott / Angela Gray / Davide Salvi

ABOUT OXB

OXB (LSE: OXB) is a global quality and innovation-led contract development and
manufacturing organisation (CDMO) in cell and gene therapy with a mission to
enable its clients to deliver life changing therapies to patients around the
world.

 

One of the original pioneers in cell and gene therapy, OXB has 30 years of
experience in viral vectors; the driving force behind the majority of cell and
gene therapies. OXB collaborates with some of the world's most innovative
pharmaceutical and biotechnology companies, providing viral vector development
and manufacturing expertise in lentivirus, adeno-associated virus (AAV),
adenovirus and other viral vector types. OXB's world-class capabilities range
from early-stage development to commercialisation. These capabilities are
supported by robust quality-assurance systems, analytical methods and depth of
regulatory expertise.

OXB offers a vast number of technologies for viral vector manufacturing,
including a 4th generation lentiviral vector system (the TetraVecta™
system), a dual-plasmid system for AAV production, suspension and perfusion
process using process enhancers and stable producer and packaging cell lines.

OXB, a FTSE250 and FTSE4Good constituent, is headquartered in Oxford, UK. It
has development and manufacturing facilities across Oxfordshire, UK, Lyon and
Strasbourg, France, Bedford MA, and Durham NC, US. Learn more at www.oxb.com
and follow us on LinkedIn and YouTube.

PUBLICATION OF THIS ANNOUNCEMENT

In accordance with Rule 26.1 of the City Code on Takeovers and Mergers, a copy
of this announcement will, subject to certain restrictions relating to persons
resident in restricted jurisdictions, be available at www.oxb.com. For the
avoidance of doubt, the content of the website referred to above is not
incorporated into and does not form part of this announcement.

ADDITIONAL INFORMATION

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise. Any offer, if made, will be made solely by certain
offer documentation which will contain the full terms and conditions of any
offer, including details of how it may be accepted.

The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law. Persons who are not resident in the
United Kingdom or who are subject to other jurisdictions should inform
themselves of, and observe, any applicable requirements.

IMPORTANT NOTICES

Evercore Partners International LLP ("Evercore"), which is authorised and
regulated by the Financial Conduct Authority ("FCA") in the UK, is acting
exclusively as financial adviser to OXB and no one else in connection with the
matters described in this announcement and will not be responsible to anyone
other than OXB for providing the protections afforded to clients of Evercore
nor for providing advice in connection with the matters referred to herein.
Neither Evercore nor any of its subsidiaries, branches or affiliates owes or
accepts any duty, liability or responsibility whatsoever (whether direct or
indirect, whether in contract, in tort, under statute or otherwise) to any
person who is not a client of Evercore in connection with this announcement,
any statement contained herein, any offer or otherwise. Apart from the
responsibilities and liabilities, if any, which may be imposed on Evercore by
the Financial Services and Markets Act 2000, or the regulatory regime
established thereunder, or under the regulatory regime of any jurisdiction
where exclusion of liability under the relevant regulatory regime would be
illegal, void or unenforceable, neither Evercore nor any of its affiliates
accepts any responsibility or liability whatsoever for the contents of this
announcement, and no representation, express or implied, is made by it, or
purported to be made on its behalf, in relation to the contents of this
announcement, including its accuracy, completeness or verification of any
other statement made or purported to be made by it, or on its behalf, in
connection with OXB or the matters described in this announcement. To the
fullest extent permitted by applicable law, Evercore and its affiliates
accordingly disclaim all and any responsibility or liability whether arising
in tort, contract or otherwise (save as referred to above) which they might
otherwise have in respect of this announcement, or any statement contained
herein.

Jefferies International Limited ("Jefferies"), which is authorised and
regulated by the FCA in the UK, is acting exclusively as financial adviser to
OXB and no one else in connection with the matters described in this
announcement and will not regard any other person as its client in relation to
the matters in this announcement and will not be responsible to anyone other
than OXB for providing the protections afforded to clients of Jefferies nor
for providing advice in relation to any matter referred to in this
announcement. Neither Jefferies nor any of its affiliates (nor their
respective directors, officers, employees or agents) owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect, whether in
contract, in tort, under statute or otherwise) to any person who is not a
client of Jefferies in connection with this announcement, any statement
contained herein or otherwise.

 

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