Conversion of CLNs

Roquefort Therapeutics (LSE:ROQ), the Main Market listed biotech company, announces that the Company has received notices, in two tranches, to convert a total face value of £80,000 convertible loan notes (the "CLNs") resulting in the issue of 6,282,264 new ordinary shares in the Company (the "CLN Shares").

In accordance with the terms of the CLNs, which were issued and announced on 23 May 2024, all accrued interest on the CLNs at a rate of 12.5% per annum is included in the conversion into the Company's ordinary shares of £0.01 each ("Ordinary Shares"). The conversion price of the first tranche of the CLNs representing a face value of £30,000 is 1.81p and the conversion price of the second tranche of the CLNs representing a face value of £50,000 is 1.29p. The conversion price is calculated as being 90% of the price equal to the 10-day volume-weighted average price calculated backwards from the date, which is three business days prior to the notice of conversion given to the Company. Following conversion of these CLNs, the Company has CLNs with a face value of £257,894 outstanding.

Admission and Total Voting Rights

Application will be made for the CLN Shares to be admitted to trading on the London Stock Exchange's Main Market for listed securities, which is expected to occur on or around 16 December 2025 ("Admission"). The CLN Shares will rank pari passu in all respects with the Company's existing Ordinary Shares.

Following Admission, the Company's issued share capital will comprise 163,726,294 Ordinary Shares in issue, with each share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury. The figure of 163,726,294 Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or of a change to their interest in the Company under the FCA's Disclosure and Transparency Rules.

Regulatory Information