J. Wood Capital Advisors LLC and Morningside Venture (I) Investments Limited agreed to acquire a 22.5293% stake in Stealth BioTherapeutics Corp (NasdaqGM:MITO) for $0.35 million on June 24, 2022. This will be a going-private transaction for $0.026 in cash per Share and $0.313 in cash per ADS. On July 31, 2022, Stealth BioTherapeutics signed a definitive Agreement and Plan of Merger with consideration of $0.03125 per share in cash. The Consortium intends to fund the Merger through cash contributions from members of the Consortium. Stealth BioTherapeutics's Board, acting upon the unanimous recommendation of a committee of independent and disinterested directors established by the Board (the "Special Committee"), approved the Merger Agreement and the Merger. The Merger, which is currently expected to close during the second half of 2022, is subject to customary closing conditions including the approval of the Merger Agreement by an affirmative vote of holders of Shares representing at least two-thirds of the voting power of the Shares present and voting in person or by proxy as a single class at a meeting of the Company's shareholders which will be convened to consider the approval of the Merger Agreement and the Merger. The Board previously formed a committee of three independent directors consisting of Kevin McLaughlin, Francis Chen, and Lou Lange to, among other authority delegated to the Special Committee, evaluate all strategic alternatives available to the Company. Consistent with the powers granted by the Board, the Special Committee will evaluate the Proposed Transaction and all other strategic alternatives available to the Company.

Houlihan Lokey Capital, Inc. is serving as financial advisor and fairness opinion provider to the Special Committee, Wilmer Cutler Pickering Hale and Dorr LLP is serving as U.S. legal counsel and Walkers is serving as Cayman Islands legal counsel to the Special Committee and Stealth BioTherapeutics. Goodwin Procter LLP is serving as U.S. legal counsel and Campbells Law Firm is serving as Cayman Islands legal counsel to the Consortium of buyers. Citibank, N.A. acted as depository to Stealth BioTherapeutics.