Midatech Release: Merger Update: Acquisition Of DARA BioSciences – Result Of Shareholder Meeting

Approval given for Acquisition of Oncology-Focused Commercial Platform and Products in the US

Oxford, UK, 3 December 2015 – Midatech Pharma PLC (AIM: MTPH), the specialty pharmaceutical company focused on the development and commercialisation of multiple therapeutic products, announces that shareholders of DARA BioSciences, Inc. ("DARA") (NASDAQ: DARA), the US-based oncology supportive care pharmaceutical company, have approved the adoption of the previously announced merger agreement between Midatech, DARA and certain other parties thereto, pursuant to which Midatech will acquire DARA (the “Acquisition”), at a meeting of DARA’s stockholders duly convened and held on 2 December 2015.

This affirmative vote of DARA shareholders results in the Acquisition now moving to formal closing and which is expected to occur and be fully effective not later than the close of business in New York, USA on Wednesday 9 December 2015.

In connection with the final stage of the Acquisition, Midatech will issue new ordinary shares in the capital of Midatech (“New Shares”) to be delivered to former DARA stockholders in the form of American Depositary Receipts, each representing the right to receive two New Shares. In addition, former DARA stockholders will receive contingent value right(s) to receive payments if specified milestones are achieved within agreed time periods. These New Shares are expected to begin publicly trading on AIM on Friday 4 December 2015. Accordingly, application has been made for up to 6,400,000 Shares to be admitted to trading on AIM pending calculation under the consideration formula set out in the merger agreement for the Acquisition, with the final amount of New Shares to be admitted to trading on AIM announced by the Company later today.

Commenting on the DARA vote, Midatech's Chief Executive Officer, Dr. Jim Phillips, said: "We are delighted to now enter the final stage of the acquisition of DARA. The acquisition is an excellent strategic fit, bringing together an impressive portfolio of products and the potential for a fast-growth revenue stream in our target therapeutic area of oncology. DARA also provides Midatech with immediate access to the US market and I am pleased to deliver such scale and growth catalysts to the Company as defined in the strategy at the time of our IPO in December 2014.”

Expected timetable and admission details:

Thursday 3 December
Announcement of final calculated amount of New Shares

Friday 4 December
8.00am (London)
New Shares admitted to AIM
No later than Wednesday 9 December
5.00pm (New York)
Acquisition of DARA fully completed

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