Statement re Possible Offer for Source BioScience

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

THIS IS AN ANNOUNCEMENT OF A POSSIBLE OFFER PURSUANT TO RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT ANY SUCH OFFER WILL ULTIMATELY BE MADE

For immediate release

3 June 2016

Continental Investment Partners SA

("Continental")

Harwood Capital LLP

("Harwood Capital")

Statement re Possible Offer for Source BioScience PLC

Continental and Harwood Capital (together, the "Joint Offerors") announce that they are in the process of evaluating and preparing for a possible offer for the entire issued and to be issued share capital of Source BioScience PLC ("Source BioScience") at a price of 18.0 pence (and no more than 18.0 pence) per ordinary share of 2 pence each in the capital of Source BioScience ("Ordinary Shares") in cash, which is currently expected, subject to further analysis being undertaken by the Joint Offerors and their advisers, to include an unlisted securities alternative (the "Possible Offer").

The Possible Offer, if made, would represent a premium of approximately 21 per cent. to the closing mid-market price of an Ordinary Share of 14.875 pence on 2 June 2016, being the latest practicable date prior to this announcement.

This announcement does not amount to a firm intention to make an offer under Rule 2.7 of the Code and there can be no certainty that an offer for Source BioScience will be made, nor as to the terms on which any such offer will be made.

The Joint Offerors are private investment management firms engaged in the provision of discretionary investment management and/or advisory services and are deemed to be acting in concert for the purposes of the Possible Offer.

Certain clients advised by Continental currently hold, in aggregate, 25,457,490 Ordinary Shares, representing approximately 7.29 per cent. of Source BioScience's existing issued share capital.

Funds managed and/or advised by Harwood Capital currently hold, in aggregate, 82,500,000 Ordinary Shares representing approximately 23.62 per cent. of Source BioScience's existing issued share capital.

Accordingly, in aggregate, the Joint Offerors therefore advise the holders of, and/or control, 107,957,490 Ordinary Shares representing approximately 30.91 per cent. of Source BioScience's existing issued share capital.

In addition, the Joint Offerors have obtained a letter of intent to vote (or instruct the vote) in favour of, or accept (or instruct the acceptance of), the Possible Offer from Alphagen Capital Limited (a subsidiary of Henderson Group plc) in its capacity as discretionary investment manager of funds which hold, in aggregate, 69,714,319 Ordinary Shares, representing approximately 19.96 per cent. of Source BioScience's existing issued share capital.

Accordingly, the Joint Offerors advise and/or control and have obtained a letter of intent over, in aggregate, 177,671,809 Ordinary Shares, representing approximately 50.87 per cent. of Source BioScience's existing issued share capital.

As a consequence of this announcement, an 'Offer Period' has now commenced in respect of Source BioScience in accordance with the rules of the Code. The attention of Source BioScience's shareholders is drawn to the disclosure requirements of Rule 8 of the Code, which are summarised below.

The Joint Offerors have held initial discussions with the board of Source BioScience (the "Board") with regard to next steps in progressing the Possible Offer.

The Joint Offerors reserve the right to make an offer at any time, at a value below 18.0 pence for each Ordinary Share, under the following circumstances:

a) with the agreement and recommendation of the Board; and / or

b) to the extent that Source BioScience declares, makes or pays any dividend or distribution or other payment to its shareholders.

Pursuant to Rule 32.2(b)(i) of the Code, subject to further analysis being undertaken by the Joint Offerors and their advisers and a satisfactory outcome to discussions with the Board, the Joint Offerors reserve the right to include, or exclude, an unlisted securities alternative as part of the Possible Offer at a value of no more than 18.0 pence per Ordinary Share.

In accordance with Rule 2.6(a) of the Code, both Continental and Harwood Capital acknowledge that they must, by not later than 5.00 p.m. on 1 July 2016, either announce a firm intention to make an offer for Source BioScience in accordance with Rule 2.7 of the Code or announce that they do not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code.

This announcement is being made with the knowledge of the Board of Source BioScience and a further announcement will be made in due course, as and when appropriate.

- ENDS -

Enquiries:

Disclosure requirements of the Code:

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of Source BioScience or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) Source BioScience and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 p.m. (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 p.m. (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of Source BioScience or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of Source BioScience or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of Source BioScience or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) Source BioScience and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 p.m. (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of Source BioScience or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by Source BioScience and by any offeror and Dealing Disclosures must also be made by Source BioScience, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Strand Hanson Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Continental and Harwood Capital and no-one else in connection with the Possible Offer and will not be responsible to anyone other than Continental and Harwood Capital for providing the protections afforded to clients of Continental and Harwood Capital or for providing advice in relation to the Possible Offer or any other matter referred to herein.

This announcement does not constitute an offer to purchase any securities, or an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer to purchase or sell securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The release, distribution or publication of this announcement in jurisdictions other than the UK may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the UK should inform themselves about and observe any applicable requirements.

Website disclosure

A copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) on Continental's website at www.continentalip.ch by no later than 12 noon (London time) on 6 June 2016. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.