Participants in the Solicitation
Orchard and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed
transaction. Information regarding Orchards directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is contained in Orchards proxy statements for its (i) 2023 annual general
meeting of shareholders, which was filed with the SEC on April 27, 2023, (ii) December 19, 2023 court meeting and general meeting of shareholders, which was filed with the SEC on November 16, 2023 and its subsequent statements of
beneficial ownership on file with the SEC. Orchard shareholders may obtain additional information regarding the direct and indirect interests of the participants in the solicitation of proxies in connection with the proposed transaction, including
the interests of Orchard directors and executive officers in the transaction, which may be different than those of Orchard shareholders generally, by reading the Proxy Statement and any other relevant documents that are filed or will be filed with
the SEC relating to the transaction. You may obtain free copies of these documents using the sources indicated above.
Cautionary Statement Regarding
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the federal securities laws,
including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These forward-looking statements are based on Orchards current expectations, estimates and projections about the expected date of
closing of the proposed transaction and the potential benefits thereof, its business and industry, managements beliefs and certain assumptions made by the Company, all of which are subject to change. All forward-looking statements by their
nature address matters that involve risks and uncertainties, many of which are beyond the Companys control, and are not guarantees of future results, such as statements about the FDAs review of the Companys BLA for OTL-200, the
FDAs intention not to schedule an Advisory Committee meeting and the target action date on the BLA. These and other forward-looking statements, are not guarantees of future results and are inherently subject to risks, uncertainties and
assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in
such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Factors that may affect the future results of the Company are set forth in the
Companys filings with the SEC, including the Companys most recently filed Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, Current
Reports on Form 8-K and other filings with the SEC, which are available on the SECs website at www.sec.gov. The risks and uncertainties described above and in the SEC, filings cited above are not
exclusive and further information concerning the Company and its business, including factors that potentially could materially affect the Companys business, financial conditions or operating results, may emerge from time to time. Moreover,
other risks and uncertainties of which the Company is not currently aware may also affect the Companys forward-looking statements and may cause actual results and the timing of events to differ materially from those anticipated. Readers are
urged to consider these factors carefully in evaluating these forward-looking statements, and not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. Except as required by law, the Company assumes no
obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.
No Offer or
Solicitation
This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any
securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities shall be made in the United States absent registration under the U.S. Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such
registration requirements.