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For immediate release

3 November 2009

Neuropharm Group Plc

("Neuropharm" or "the Company")

 Possible Offer

Neuropharm Group plc (AIM: NPH), a speciality pharmaceutical company focused on neurodevelopmental disorders, today announces that it is in discussions which may or may not lead to an offer being made for the Company. The Company further confirms that it is seeking a sale or merger of the Company in order that the value of its pipeline can be maximised. Piper Jaffray Ltd. has been appointed to advise the Company in connection with this process.

Following the announcement of its preliminary results Neuropham has had discussions with its major shareholders to explore the options available to the Company to realise the maximum value of its pipeline. As a result of these discussions, and the prevailing market conditions, the Board of Neuropharm has concluded that shareholder value is more likely to be maximised through seeking a sale or merger partner which will be better placed to fund the Company's clinical development portfolio. 

Neuropharm is therefore deemed to be in an Offer Period for the purposes of the Takeover Code. The Company will provide a further update to shareholders at the time of its AGM on 9 December 2009, or such earlier time as may be appropriate depending on the progress of its discussions with third parties.  

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, the Company announces that it has 31,536,697 ordinary shares of 10 pence each in issue and admitted to trading on the AIM market of the London Stock Exchange plc. The International Securities Identification Number for the ordinary shares is GB00B1NPJJ01.

 

For further information please contact: 

Neuropharm	+ 44 (0) 1372 371 171
Robert Mansfield, Chief Executive Officer Graham Yeatman, Chief Financial Officer
Piper Jaffray Ltd.	+ 44 (0) 20 3142 8700
Neil Mackison, Rupert Winckler
Buchanan Communications	+ 44 (0) 20 7466 5000
Mark Court

  

Notes to Editors:

About Neuropharm

Neuropharm is a speciality pharmaceutical company focused on the development of products for the treatment and management of neurodevelopmental disorders. Please visit www.neuropharm.co.uk for further information.

Piper Jaffray, which is authorised and regulated by the Financial Services Authority, is acting exclusively for Neuropharm and for no-one else in connection with the matters referred to in this announcement and will not be responsible to anyone other than Neuropharm for providing the protections afforded to customers of Piper Jaffray nor for giving advice in relation to the matters referred to in this announcement.

Dealing Disclosure Requirements  

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Neuropharm, all "dealings" in any " relevant securities" of Neuropharm (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Neuropharm, they will be deemed to be a single person for the purpose of Rule 8.3.  

Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Neuropharm by Neuropharm or by any of its "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.  

A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.  

"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.  

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.  

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