NGM.US Tender Offer

Atlas Neon Merger Sub, Inc., a Delaware corporation (Purchaser), is offering to purchase all outstanding shares of common stock, par value $0.001 per share, of NGM Biopharmaceuticals, Inc. (NGM.US), other than the Rollover Shares (as defined in the Offer to Purchase), for US$1.55 per Share in cash upon the terms and subject to the conditions described in the Offer to Purchase and in the related Letter of Transmittal. Subject to the terms of the Merger Agreement, the Offer Price will be paid subject to any applicable tax withholding and without interest. Participants must obtain the offer to purchase, related letter of transmittal, and SCHEDULE 14D-9 dated 08/03/2024, for complete terms and conditions of the offer. Participants should consult their tax advisor for complete details in reference to withholding taxes.

The terms of the offer are as follows:

Option (1): Take no action [Default option]

Option (2): Tender Shares – US$1.55 PER SHARE (less any applicable withholding taxes）

The deadline to tender shares to the offer will be 27/03/2024@ 16:00 (HONG KONG TIME GMT+8).

In the absence of an election, no action will be taken.

Please fill in the following information and use the registered email address of Futu to send an email to cs@futuhk.com.

1. Account Number:
2. Name: (In Chinese or English)
3. Stock code: NGM.US
4. Options: (1) or (2)
5. Number of shares participating in corporate actions:

Note to applicants:
1. For shareholders holding less than 1 share of NGM.US, they cannot participate in related corporate actions.
2. Option (1) is the default option (no need to reply to the email). If you do not reply to the email, the default option will be selected on the above corporate action deadline.
3. Once the relevant application is submitted, the stocks participating in the company's actions cannot be traded and the application cannot be withdrawn.
4. This corporate action does not accept additional applications, the maximum number of applications that a client can apply for does not exceed the number of eligible shares it holds.
5. The pending orders and unsettled shares will not be accepted for the time being.
6. Please confirm that the account funds are sufficient to pay the relevant fees of this corporate action. Otherwise, we will not bear any responsibility for the failure of your application.
7. If there is any update, all the information released by the listed company shall prevail.

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