Publication of Circular

LEI: 549300Q7EXQQH6KF7Z84

14 July 2021

RTW Venture Fund Limited

Intention to apply for admission of Ordinary Shares to listing on the Premium Segment of the Main Market, Publication of Circular and Notice of Extraordinary General Meeting

Further to its announcement on 29 April 2021, RTW Venture Fund Limited (the "Company" or "RTW Venture Fund") announces its intention to apply for admission of its ordinary shares (the "Ordinary Shares") to listing on the Premium Segment of the Official List and the transfer of the admission to trading of the Ordinary Shares from the Specialist Fund Segment to the Premium Segment of the London Stock Exchange plc's Main Market (the "Admission"), subject to the passing of a special resolution to be proposed at an extraordinary general meeting of the Company to be held at 1st Floor, Royal Chambers, St. Julian's Avenue, St Peter Port, Guernsey, GY1 3JX at 3 p.m. (London time) on 30 July 2021 (the "Extraordinary General Meeting").

A notice of the Extraordinary General Meeting is contained in the shareholder circular (the "Circular") published today on the Company's website at www.rtwfunds.com/venture-fund. In addition, a copy of the Circular has been submitted to the National Storage Mechanism and will shortly be available for viewing online at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

As described more fully in the Circular, in order to be eligible for Admission and to comply with the Listing Rules, the Company must, among other things, amend its articles of incorporation (including to make certain revisions to its current shareholder voting structure) and adopt a written investment policy. The Company is also seeking the approval of Shareholders to a waiver granted by the Takeover Panel of the obligations under Rule 9 of the Takeover Code, as described more fully in the Circular. Shareholders are advised to read the whole of the Circular with care.

The Company believes that the Premium Segment of the Main Market is the most appropriate platform for the continued growth of the Company, as the transition is expected to increase the Company's profile, broaden its shareholder register and facilitate the Company's eligibility for inclusion in the FTSE UK Index Series.

Working Capital

The Company is of the opinion that the working capital available to the Company is sufficient for its present requirements, that is for at least the next 12 months from the date of this announcement.

For Further Information

RTW Investments, LP +1 (646) 343 9280Stephanie Sirota, Chief Business Officer

Alexandra Taracanova, PhD, Director of Investor Relations

Julia Enright, Senior Business Development Associate

J.P. Morgan Cazenove +44 (0)20 7742 4000

William Simmonds / Jérémie Birnbaum (Corporate Finance)

James Bouverat / Liam MacDonald-Raggett (Sales)

Barclays +44 (0)20 7623 2323

Tom Swerling

Andrew Tusa

About RTW Venture Fund Limited:

RTW Venture Fund Limited (LSE: RTW) is an investment fund focused on identifying transformative assets with high growth potential across the biopharmaceutical and medical technology sectors. Driven by a long-term approach to support innovative businesses, RTW Venture Fund invests in companies developing next-generation therapies and technologies that can significantly improve patients' lives.

RTW Venture Fund Limited is managed by RTW Investments, LP, a leading healthcare-focused entrepreneurial investment firm with deep scientific expertise and a strong track record of supporting companies developing life-changing therapies.

Visit the RTW website at www.rtwfunds.com for more information.

Capitalised terms used but not defined in this announcement will have the same meaning as set out in the Circular unless the context otherwise requires.