ADS Holder FAQs

What is a Mereo ADS?

A Mereo American Depositary Share (ADS) is a US dollar-denominated form of equity ownership in Mereo, representing ordinary shares on deposit in the United Kingdom. An ADS carries significant rights arising out of those ordinary shares. For example, it confers the right to receive dividends in US$, the right of registered ADS holders to attend Mereo

shareholder meetings, and the right to vote on all matters before the company.

How are Mereo ADS Related to Ordinary Shares

Mereo’s ADSs are traded on NASDAQ whereas Mereo’s ordinary shares are not traded on any public market.  Every Mereo ADS represents five Mereo ordinary shares.

What are my rights as an ADS holder?

ADS holders are generally entitled to the same rights as the underlying shareholders, subject to the terms specified in the Deposit Agreement.  A copy of the Deposit Agreement has been filed with the SEC under cover of a Registration Statement on Form F-6. You may obtain a copy of the Deposit Agreement from the SEC’s website (www.sec.gov). Please refer to Registration Number 333-249338 when retrieving such copy.

I have questions about my ADS held in the direct registration system (DRS). How can I find out more?

The Company’s Depositary has produced this document which outlines what DRS means to you as an ADS holder and answers some FAQs.

If I am a registered ADS Holder, can I access my ADS account online?

If you are registered holder (certificated physical holder or “DRS” (“Direct Registration System”) holder and wish to establish an account, please visit:

http://www.computershare.com/investor

To create a USER ID, click on the Register Now link and then follow the instructions.  Holders holding shares at the bank, broker and/or nominee level need to contact their broker for account inquiries.

How can I purchase ADS?

The Company’s shares are listed on The Nasdaq Global Market in the form of ADSs.  ADSs can be bought or sold through any broker of your choice licensed to buy and sell US securities.

Who is the Company's Depositary Bank and how do I contact them?

Citibank, N.A. is Mereo’s ADS depositary bank and performs the roles of custodian and registrar.  Citibank coordinates record keeping, paying dividends, the proxy voting process and arranges for custody of the Mereo Ordinary Shares underlying the Mereo ADSs. They are responsible for providing services to assist ADS holders with their account queries and account management.

 

You can contact them as follows:

 

Citibank,N.A.
Citibank Depositary Services
390 Greenwich Street, 3rd Flr
New York
NY 10013
USA

 

+1 212 723 5473

 

Email: citiadr@citi.com

Who is Mereo's US transfer agent and how do I contact them?

Mereo's US transfer agent is Computershare. Please find below their US contact details:

Citibank ADR Shareholder Services
PO Box 43077
Providence, Rhode Island 02940-3077, USA

Toll Free within the US: 1-877-248-4237 (1-877-CITIADR) Mon-Fri 08:30AM – 6:00 PM EST excluding US federal holidays.
International Dial: +1-781-575-4555
Email:  citibank@shareholders-online.com
Website: www.citi.com/dr

How can I replace my lost Mereo ADS Stock Certificates?

ADS Holders are asked to contact Citibank ADR Shareholder Services at the above number(s) – see details on Mereo’s US Transfer Agent - for assistance and requirements when requesting replacement certificates. Please note there is an assurety (insurance) replacement fee to be assessed for replacement certificates.

How do I report a change of name or mailing address?

ADS Holders are asked to contact Citibank Shareholder Services at the above number(s) – see details on Mereo's US Transfer Agent - for change in address requests.

Is there a cost to hold my Mereo investment in the form of ADSs?

An annual depositary service fee, currently US$0.02 per ADS, is levied to ADS holders by Citibank each January. This is typically paid and charged to your account by your broker.

 

A conversion of shares to ADSs may attract conversion fees of up to US$0.05 per ADS, charged by the Company’s depositary, Citibank.

 

Any questions regarding fees can be directed to citiadr@citi.com.