Confirmation of Successful £15 million Fundraise

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND, NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN QUANTUM PHARMA PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF QUANTUM PHARMA PLC.

20 October 2016

This announcement contains inside information

Quantum Pharma Plc

('Quantum', the 'Group' or the 'Company')

Confirmation of successful £15 million fundraise subject to shareholder approval

Quantum Pharma Plc (AIM: QP.) is pleased to announce that, following the announcement made earlier today entitled "Proposed Accelerated Bookbuild to raise up to £15 million", the Company has raised a total of £15 million (before expenses) by means of an accelerated bookbuild with new and existing investors, of 44,117,647 Placing Shares at a price of 34 pence per share.

The Placing is subject to the passing of certain resolutions at the General Meeting. Shareholder approval in respect of the Placing will be sought at the General Meeting, which is being convened for 11:00am on 10 November 2016 at the offices of Muckle LLP, Time Central, 32 Gallowgate, Newcastle upon Tyne, NE1 4BF. Provided that the Placing Resolutions are passed and the Placing has otherwise become unconditional, completion of the Placing is expected to take place on 11 November 2016. A circular convening the requisite general meeting is expected to be posted to Shareholders shortly.

Key Highlights

· Placing to raise £15 million through the issue of 44,117,647 Placing Shares

· Placing Price of 34 pence per Placing Share

· The Placing is with existing and new institutional investors and certain Directors

· Zeus Capital and N+1 Singer acted as joint bookrunners in respect of the accelerated bookbuild

General Meeting

A Circular, extracts of which are set out below, and a notice of General Meeting will be posted to Shareholders shortly to explain the background to the Placing, to set out the reasons why the Board believes it to be in the best interests of the Company and its Shareholders and to seek Shareholder approval for the Resolutions at the General Meeting, which will be held at the offices of Muckle LLP, Time Central, 32 Gallowgate, Newcastle upon Tyne, NE1 4BF at 11.00 a.m. on 10 November 2016.

Unless otherwise defined, all capitalised terms in this announcement are defined at the end of this announcement.

Additional information relating to the Placing is contained below in this announcement.

Chris Rigg, CEO and CFO, said:

"We are pleased to announce this successful placing to raise £15 million which demonstrates clear support in the Group shown by our major shareholders.

The proceeds of the placing will ensure we are in the best possible position to deliver future growth and opportunities across the Group, by placing us on a sound financial footing to drive forward a simplified business centring on maximising our core specials platform and increasing our focus on delivering our unlicensed to licensed programme."

For further information:

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Time and/or Date

Announcement of the Placing 20 October 2016

Posting of Circular and Forms of Proxy 21 October 2016

Latest time and date for receipt of General Meeting Forms of Proxy 11.00 a.m. on 8 November 2016

General Meeting 11.00 a.m. on 10 November 2016

Admission and commencement of dealings in Placing Shares 8.00 a.m. on 11 November 2016

Placing Shares in uncertificated form expected to be credited to As soon as possible

accounts in CREST after 11 November 2016

Despatch of definitive share certificates for Placing Shares (if required) by 25 November 2016

1. References to times in the Circular are to London time unless otherwise stated.

2. The times and dates set out in the Expected Timetable of Principal Events above and mentioned throughout the Circular may be adjusted by Quantum Pharma Plc with agreement from Zeus Capital and N+1 Singer in which event details of the new times and dates will be notified to Shareholders by means of an announcement through a Regulatory Information Service.

PLACING STATISTICS

Issue Price per New Ordinary Share 34 pence

Number of Ordinary Shares in issue as at the Latest Practicable Date 124,999,993

Number of Placing Shares to be issued by the Company pursuant 44,117,647

to the Placing

Gross Proceeds of the Placing £15 million

Estimated expenses of the Placing £0.7 million

Net Proceeds of the Placing £14.3 million

Number of Ordinary Shares in issue immediately following completion 169,117,640

of the Placing

Placing Shares as a percentage of the Enlarged Issued Share Capital 26.09 per cent.

Extracts from the Letter to Shareholders to be contained within the Circular, reproduced here without material adjustment:

1. Introduction

The Company announced on 20 October 2016 that it had conditionally raised a total £15 million (before expenses) by means of a Placing with certain new and existing investors, of 44,117,647 Placing Shares at a price of 34 pence per share.

The Placing is subject to the passing of certain resolutions at the General Meeting. Shareholder approval in respect of the Placing will be sought at the General Meeting, which is being convened for 11.00 a.m. on 10 November 2016 at the offices of Muckle LLP, Time Central, 32 Gallowgate, Newcastle upon Tyne, NE1 4BF.

In addition to providing you with information about the Placing, this letter sets out the background to, and reasons for, the Placing and explains why the Directors consider that the Placing is fair and reasonable and is in the best interests of the Company and its Shareholders as a whole. The Directors unanimously recommend that Shareholders vote in favour of the Resolutions to be proposed at the General Meeting, as the Directors intend to do in respect of their own holdings of Ordinary Shares.

In the event that the Placing Resolutions are not passed, the Placing will not proceed.

2. Background to and reasons for the Placing

Quantum announced its half year results for the six months ended 31 July 2016 on 4 October 2016, and also announced the results of a business review of key areas of the Group undertaken by the Board since the appointment of Chris Rigg as acting CEO in August 2016. The findings of this review are reproduced below:

l The core specials business remains strong and cash generative;

l Market data continues to support the value of the Group's unlicensed to licensed pipeline;

l A simplified business, primarily focused on specials and the Group's unlicensed to licensed growth platform, offers the best opportunity for value creation;

l Generic, generic plus and medical device products are proving more challenging to take to market and more conservative sales assumptions are required for those products;

l Decision taken to commence consultation on closure of the underperforming and loss making NuPharm business;

l A lower level of net debt would help to support the further growth of the refocused business.

The Company is now proposing to raise up to £15 million by way of a Placing.

3. Use of proceeds

The Board believes that the Net Proceeds of the Placing will reduce the Group's net debt to a more appropriate level for a business of Quantum's type and size.

The proceeds of the Placing will initially be used to reduce the level of utilisation of the Group's revolving credit facility, which will create headroom in the Group's debt facilities, allowing increased operational and commercial flexibility. The reduced level of net debt will allow the Group to be able to invest in its business without decisions being constrained by the need to actively manage cash and debt levels.

4. Current Trading and Prospects

The Group continues to trade in line with revised expectations set out in the half year results announcement of 4 October 2016. 

The Board believes that the focused and simplified strategy to concentrate on the Group's key businesses, including its strong specials business and exciting unlicensed to licensed product pipeline, combined with the reduction in net debt levels achieved by the proposed Placing, will better position the Group to deliver its growth potential in the coming years. The Board is confident that the continuing growth opportunities available to a focused business on a sounder financial footing remain substantial.

5. Board Changes

Yesterday, Quantum announced the appointment of Chris Rigg as permanent CEO, the appointment of Ian Johnson as non-executive chairman, the appointments of Christopher Mills and Dr John Brown as non-executive directors, and the resignation from the Board of John Clarke and Sheila Kelly. An extract from this announcement is reproduced below:

Following a formal search process, and having taken into account the feedback of a number of Quantum's major shareholders who are fully supportive of the strategy to simplify and focus the Group, the Board has today appointed Chris Rigg to the position of Chief Executive Officer on a permanent basis. Chris was appointed to the Board as CFO in March 2016 and has been Acting CEO since 1 August 2016. The Board has commenced a formal search process for a new CFO but, in the interim, as well as permanent CEO, Chris will remain as CFO until a replacement for that role is appointed.

Quantum is also pleased to announce the appointments to the Board of Ian Johnson as non-executive Chairman; Christopher Mills as non-executive Director and Dr John Brown as Senior Independent non-executive Director. The Board has commenced a formal search process for a further non-executive Director. John Clarke and Sheila Kelly, non-executive Chairman and non-executive Director respectively, have resigned from their positions on the Board with immediate effect to focus on other Directorships and new business appointments.

Ian Johnson is an experienced director in the healthcare and life science sector. He was founder and CEO of Biotrace International plc until its sale to 3M in 2006 and is currently Executive Chairman of Bioquell PLC and non-executive Chairman of Cyprotex plc. Ian has also served on the boards of various public and private companies in strategic consultancy and business development capacities including: Celsis International, Evans Analytical Group, MyCelx Technologies Corporation and AOI Medical Inc. Ian is a chartered biologist and a member of the Royal Society of Biology and the Institute of Directors.

Christopher Mills is an experienced non-executive Director. He founded Harwood Capital Management Ltd in 2011, a successor from its former parent company J O Hambro Capital Management Ltd, which he co-founded in 1993. He is Chief Executive of North Atlantic Smaller Companies Investment Trust plc, a Director and Investment Manager of Oryx International Growth Fund Ltd and Chief Investment Officer of Harwood Capital LLP. He is also a non-executive Director of several AIM-listed companies. Christopher was a Director of Invesco MIM, where he was head of North American investments and venture capital and of Samuel Montagu International. Together, North Atlantic Smaller Companies Investment Trust PLC and Oryx International Growth Fund Limited are interested in 13,850,000 Ordinary Shares representing 11.08 per cent. of the entire issued share capital of the Company.

Dr John Brown is an experienced non-executive director who has extensive experience in the life sciences and healthcare sectors. He is Chairman of Kyowa Kirin International and the Cell and Gene Therapy Catapult and a Director of Electrical Geodesics Inc. His board experience includes his roles as Chairman of Touch Bionics Ltd, BTG plc, and Axis-Shield plc, and as a Director of Vectura Group plc, Cambridge Antibody plc and Acambis plc.

6. Key elements of the Placing

6.1 Placing

The Company is proposing to raise £15 million (£14.3 million net of estimated expenses), by way of the conditional placing of 44,117,647 Placing Shares at the Issue Price with new and exisiting investors. The Placing Shares to be issued pursuant to the Placing will represent approximately 26.09 per cent. of the Enlarged Issued Share Capital. The Placing Shares will rank pari passu in all respects with the Existing Ordinary Shares. The Issue Price represents a premium of 0.7 per cent. to the mid-market closing price on 19 October 2016 (being the Latest Practicable Date). The Placing is conditional on (amongst other things) Admission and has not been underwritten.

6.2 Placing Agreement

On 20 October 2016, the Company entered into the Placing Agreement with Zeus Capital and N+1 Singer pursuant to which Zeus Capital and N+1 Singer agreed to use reasonable endeavours to place the Placing Shares at the Issue Price. Under the Placing Agreement, the Company has given Zeus Capital and N+1 Singer customary warranties and indemnities. Zeus Capital and N+1 Singer also have customary termination rights in certain circumstances prior to Admission, including, inter alia, where there is a material breach of any of the Warranties.

7. Effect of the Placing

44,117,647 Placing Shares will be issued to Placees pursuant to the Placing. All the Placing Shares will, when issued and fully paid, rank pari passu with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of Admission.

The Placing Resolutions set out in the Notice of General Meeting must be passed at the General Meeting in order for the Placing to proceed.

Upon completion of the Placing, the Placing Shares will represent approximately 26.09 per cent. of the Enlarged Issued Share Capital and the Existing Ordinary Shares will represent approximately 73.91 per cent. of the Enlarged Issued Share Capital.

8. Related Party Transactions

8.1 Legal and General Placing Participation

Legal & General, a Substantial Shareholder in the Company (as defined by the AIM Rules) has conditionally agreed to subscribe for 9,040,335 Placing Shares pursuant to the Placing. The participation of Legal & General in the Placing is a related party transaction for the purposes of the AIM Rules.

Following Admission, Legal & General will have a shareholding of 24,928,842 Ordinary Shares, representing 14.63 per cent. of the Enlarged Issued Share Capital.

The Directors, having consulted with the Company's Nominated Adviser, Zeus Capital, consider the terms of Legal & General's participation in the Placing to be fair and reasonable insofar as Shareholders are concerned.

8.2 Harwood Capital Placing Participation

Harwood Capital, a Substantial Shareholder in the Company (as defined by the AIM Rules) has conditionally agreed to subscribe for 11,078,842 Placing Shares pursuant to the Placing. The participation of Harwood Capital in the Placing is a related party transaction for the purposes of the AIM Rules.

Following Admission, Harwood Capital will have a shareholding of 23,837,860 Ordinary Shares, representing 14.74 per cent. of the Enlarged Issued Share Capital.

The Independent Directors, having consulted with the Company's Nominated Adviser, Zeus Capital, consider the terms of Harwood Capital's participation in the Placing to be fair and reasonable insofar as Shareholders are concerned.

8.3 Chris Rigg Placing Participation

Chris Rigg, a Director of the Company has conditionally agreed to subscribe for 147,059 Placing Shares pursuant to the Placing. The participation of Chris Rigg in the Placing is a related party transaction for the purposes of the AIM Rules.

Following Admission, Chris Rigg will have a shareholding of 162,059 Ordinary Shares, representing 0.1 per cent. of the Enlarged Issued Share Capital.

The Independent Directors, having consulted with the Company's Nominated Adviser, Zeus Capital, consider the terms of Chris Rigg's participation in the Placing to be fair and reasonable insofar as Shareholders are concerned.

8.4 Ian Johnson Placing Participation

Ian Johnson, a Director of the Company has conditionally agreed to subscribe for 58,824 Placing Shares pursuant to the Placing. The participation of Ian Johnson in the Placing is a related party transaction for the purposes of the AIM Rules.

Following Admission, Ian Johnson will have a shareholding of 58,824 Ordinary Shares, representing 0.04 per cent. of the Enlarged Issued Share Capital.

The Independent Directors, having consulted with the Company's Nominated Adviser, Zeus Capital, consider the terms of Ian Johnson's participation in the Placing to be fair and reasonable insofar as Shareholders are concerned.

8.5 Dr John Brown Placing Participation

Dr John Brown, a Director of the Company has conditionally agreed to subscribe for 73,529 Placing Shares pursuant to the Placing. The participation of Dr John Brown in the Placing is a related party transaction for the purposes of the AIM Rules.

Following Admission, Dr John Brown will have a shareholding of 73,529 Ordinary Shares, representing 0.04 per cent. of the Enlarged Issued Share Capital.

The Independent Directors, having consulted with the Company's Nominated Adviser, Zeus Capital, consider the terms of Dr John Brown's participation in the Placing to be fair and reasonable insofar as Shareholders are concerned.

9. Risks and Uncertainties

A description of the principal risks and uncertainties associated with the Group's business and how they are being managed is included in the Group's Annual Report and Accounts for the year ended 31 January 2016 (on pages 22-23). In the interim results released on 4 October 2016 the Board confirmed its view that these principal risks and uncertainties are as applicable to the remaining six months of the current financial year as they were to the first six months reviewed in the interim results.

10. General Meeting

On page 15 of the Circular, you will find the Notice of General Meeting convening the General Meeting to be held at the offices of Muckle LLP at 11.00 a.m. on 10 November 2016. For the purposes of effecting the Placing, the Placing Resolutions will be proposed at the General Meeting.

The full text of the Resolutions will be set out in the Notice of General Meeting, but set out below is a summary of the Placing Resolutions:

l Resolution 1 (to be proposed as an ordinary resolution): to authorise the Directors under section 551 of the Act to allot shares up to an aggregate nominal amount of £4,411,764.70 for the purposes of the Placing; and

l Resolution 2 (to be proposed as a special resolution): to dis-apply the pre-emption rights pursuant to the provisions of sections 570 and 573 of the Act in respect of the allotment of equity securities pursuant to the Placing; and

 As well as the Placing Resolutions referred to above, additional Resolutions will be proposed at the General Meeting as summarised below.

l Resolution 3 (to be proposed as an ordinary resolution): to authorise the Directors under section 551 of the Act to allot additional shares up to an aggregate nominal amount of £11,161,764.20 (representing 66 per cent. of the nominal value of the Enlarged Issued Share Capital providing that half such sum may only be allotted in connection with a rights issue or similar pre-emptive share issue). If passed, this authority will expire on the earlier of the date of the next annual general meeting of the Company and the anniversary of the General Meeting and will be in substitution for the authority granted by the Company at the annual general meeting held on 12 July 2016; and

l Resolution 4 (to be proposed as a special resolution): to dis-apply the pre-emption rights pursuant to the provisions of sections 570 and 573 of the Act in respect of the allotment of additional equity securities up to an aggregate nominal amount of £1,691,176.40 (representing 10 per cent. of the nominal value of the Enlarged Issued Share Capital). If passed, this authority will expire on the earlier of the date of the next annual general meeting of the Company and the anniversary of the General Meeting and will be in substitution for the authority granted by the Company at the annual general meeting held on 12 July 2016.

l Resolutions 3 and 4 will be conditional on the passing of Resolutions 1 and 2.

The Board is proposing Resolutions 3 and 4 in order to seek Shareholder approval to grant the Board additional flexibility, following the Placing, to issue Ordinary Shares up to a certain amount without the need to seek Shareholder approval at the relevant time. These proposed authorities are in the same proportions as those approved by Shareholders at the last annual general meeting and if passed, would give the Board flexibility to raise funds on an expedited basis to take advantage of potential fundraising opportunities which may arise. The Board has no present intention of exercising these authorities, if granted, (other than in connection with the exercise of options) and the Board will only exercise these authorities when it is satisfied that it is in the Company's interests to do so.

11. Action to be taken by Shareholders General Meeting

Shareholders will find enclosed with the Circular, or have been sent separately, a Form of Proxy for use at the General Meeting. Whether or not you propose to attend the General Meeting in person, it is important that you complete and sign the Form of Proxy in accordance with the instructions thereon and return it so as to arrive with the Company's Registrar, Capita Asset Services, PXS, 34 Beckenham Road, Beckenham, Kent BR3 4TU not later than 11.00 a.m. on 8 November 2016. If you are completing the Form of Proxy electronically or via the CREST system this must be done so not later than 11.00 a.m. on 8 November 2016. The completion and depositing of a Form of Proxy will not preclude you from attending and voting in person at the General Meeting, or at any adjournment thereof, should you wish to do so.

12. Recommendation

The Directors consider the Placing and the passing of the Resolutions to be in the best interests of the Company and the Shareholders as a whole. The Directors consider that the dilution to existing shareholders from the Placing is proportionate relative to the benefits of the Placing in putting the business in a sounder financial footing with greater operational flexibility. Accordingly, the Directors consider the Placing as a whole to be fair and reasonable and in the best interests of Shareholders as a whole. Accordingly, the Directors recommend that Shareholders vote in favour of the Resolutions and those Directors who are Shareholders intend to do in respect of their beneficial holdings of an aggregate of 15,000 Existing Ordinary Shares, representing approximately 0.01 per cent. of the Existing Ordinary Shares.

13. Availability of Circular

Copies of the Circular will be available free of charge from the Company's website www.quantumpharmagroup.com.

DEFINITIONS

The following definitions apply throughout this announcement unless the context requires otherwise:

"Act" the Companies Act 2006 (as amended from time to time)

"Admission" the admission of the Placing Shares to trading on AIM becoming effective in accordance with the AIM Rules

"AIM" the market of that name operated by the London Stock Exchange

"AIM Rules" the AIM Rules for Companies as amended or reissued from time to time by the London Stock Exchange governing, amongst other things, admission to AIM and the continuing obligations of AIM companies

"Articles of Association" the articles of association of the Company, as amended from time to time

"Board" the board of Directors of the Company as at the date of the Circular

"Business Day" any day (excluding Saturdays, Sundays and public holidays in England) on which banks are open in London for business

"Capita" Capita Asset Services, the Company's registrar

"Circular" the circular expected to be dated 21 October 2016

"Company" or "Quantum" Quantum Pharma Plc

"CREST" the relevant system (as defined in the CREST Regulations) for the paperless settlement of trades and the holding of shares in uncertificated securities operated by Euroclear as defined in the CREST Regulations

"CREST Regulations" the Uncertificated Securities Regulations 2001 (S.I. 2001/3755), as

or "Regulations" amended from time to time

"Directors" the directors of the Company as at the date of the Circular, whose names are set out therein

"Enlarged Issued Share Capital" the issued share capital of the Company as enlarged by the issue of the Placing Shares

"EU" European Union

"Euroclear" Euroclear & Ireland Limited, the operator of CREST

"Existing Ordinary Shares" the 124,999,993 Ordinary Shares in issue, comprising the whole of the issued share capital of the Company, as at the date of the Circular

"FCA" the Financial Conduct Authority of the United Kingdom

"Form of Proxy" the form of proxy accompanying the Circular for use in connection with the General Meeting

"FSMA" Financial Services and Markets Act 2000 (as amended)

"General Meeting" the general meeting of the Company to be convened for 11.00 a.m. on 10 November 2016, notice of which is set out in the Circular, and any adjournment thereof

"Gross Proceeds" the gross proceeds of the Placing before the deduction of expenses

"Group" the Company and its subsidiaries from time to time

"HMRC" Her Majesty's Revenue & Customs

"Independent Directors" the Directors independent of the transaction in question

"Issue Price" 34 pence per Placing Share

"Latest Practicable Date" the latest date practicable prior to the publication of this announcement, being 19 October 2016

"Letter from the Chairman" the letter from the chairman of the Company which appears at page 10 of the Circular

"London Stock Exchange" London Stock Exchange Plc

"MAR" the Market Abuse Regulation

"Money Laundering Regulations" the Money Laundering Regulations 2007, as amended from time to time

"N+1 Singer" Nplus1 Singer Advisory LLP, acting together with its associates

"Net Proceeds" the Gross Proceeds of the Placing net of fees and expenses

"Notice of General Meeting" the notice convening the General Meeting set out on page 15 of the Circular

"Official List" the official list of the FCA pursuant to Part VI of FSMA, as amended from time to time

"Ordinary Shares" ordinary shares of 10p each in the capital of the Company

"Overseas Shareholders" Shareholders who are resident in or a citizen or national of any country outside the United Kingdom

"Placees" the persons with whom Placing Shares are to be placed

"Placing" the conditional placing of the Placing Shares, details of which are set out in paragraph 6 of the Letter from the Chairman

"Placing Agreement" the conditional placing agreement dated 20 October 2016 between the Company, Zeus Capital and N+1 Singer relating to the Placing, details of which are set out in paragraph 6 of the Letter from the Chairman

"Placing Resolutions" the Resolutions numbered 1 and 2 in the Notice of General Meeting

"Placing Shares" the 44,117,647 new Ordinary Shares which are the subject of the Placing

"Prospectus Rules" the rules made for the purposes of Part V of FSMA in relation to offers of securities to the public and admission of securities to trading on a regulated market

"Quantum Pharma Plc" Quantum or the Company

 "Registrar" Capita

"Regulatory Information Service" a regulatory information service that is approved by the FCA and on the list of regulatory information service providers maintained by the FCA

"Resolutions" the resolutions including the Placing Resolutions to be proposed at the General Meeting as set out in the Notice of General Meeting

"Restricted Jurisdiction" any jurisdiction where local laws or regulations may result in a significant risk of civil, regulatory or criminal exposure for the Company if information or documentation concerning the proposals set out in this document is sent or made available to shareholders in that jurisdiction including, without limitation, the United States, Canada, Australia, Japan and the Republic of South Africa

"Securities Act" the US Securities Act of 1933, as amended

"Shareholder(s)" holder(s) of Ordinary Shares

"UK" or "United Kingdom" the United Kingdom of Great Britain and Northern Ireland

"UKLA" the UK Listing Authority, being the FCA acting as competent authority for the purposes of Part VI of the FSMA

"US" or "United States" the United States of America, each state thereof (including the district of Columbia), its territories, possessions and all areas subject to its jurisdiction

"Warranties" the warranties given by the Company in the Placing Agreement

"Zeus Capital" Zeus Capital Limited of 82 King Street, Manchester, M2 4WQ, being the Company's Nominated Adviser and Joint Broker

Forward-looking statements

This announcement contains statements about Quantum Pharma plc that are or may be deemed to be "forward-looking statements".

All statements, other than statements of historical facts, included in this announcement may be forward-looking statements. Without limitation, any statements preceded or followed by, or that include, the words "targets", "plans", "believes", "expects", "aims", "intends", "will", "may", "should", "anticipates", "estimates", "projects", "would", "could", "continue" or words or terms of similar substance or the negative thereof, are forward-looking statements. Forward-looking statements include, without limitation, statements relating to the following: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects and (ii) business and management strategies and the expansion and growth of the operations of Quantum Pharma plc.

These forward-looking statements are not guarantees of future performance. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of any such person, or industry results, to be materially different from any results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are based on numerous assumptions regarding the present and future business strategies of such persons and the environment in which each will operate in the future. Investors should not place undue reliance on such forward-looking statements and, save as is required by law or regulation (including to meet the requirements of the AIM Rules, the Prospectus Rules and/or the FSMA), Quantum Pharma plc does not undertake any obligation to update publicly or revise any forward-looking statements (including to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based). All subsequent oral or written forward-looking statements attributed to Quantum Pharma plc or any persons acting on their behalf are expressly qualified in their entirety by the cautionary statement above. All forward-looking statements contained in this announcement are based on information available to the Directors of Quantum Pharma plc at the date of this announcement, unless some other time is specified in relation to them, and the posting or receipt of this announcement shall not give rise to any implication that there has been no change in the facts set forth herein since such date.