Amsterdam, The Netherlands, 15 February 2019 - Kiadis Pharma N.V. ("Kiadis Pharma" or the "Company") (Euronext Amsterdam and Brussels: KDS), a clinical stage biopharmaceutical company, today announces that it has convened an extraordinary general meeting of shareholders ("EGM") to be held on Friday 29 March 2019 at 10:00 am CET at the Amsterdam Stock Exchange (Euronext), Beursplein 5, 1012 JW Amsterdam, The Netherlands.
The EGM will decide on the following matters:
- The appointment of Scott Holmes as a member of the Management Board;
- Proposals to amend the remuneration policy for the Management Board and the remuneration of the Supervisory Board, which includes the granting of options;
- The delegation to the Management Board of the authority to issue shares and grant rights to acquire shares and to restrict or exclude pre-emptive rights;
- A proposed first amendment of the articles of association to increase Kiadis Pharma's authorized share capital; and
- A proposed second conditional amendment of the articles of association to introduce preferred shares such that Kiadis Pharma's authorized share capital will be divided into ordinary shares and preferred shares, with the view of enabling the Management Board and the Supervisory Board to implement anti-takeover protection in the form of a call option to subscribe for preferred shares that is granted to an independent foundation the statutory goal of which is to protect the Company's interests. This proposal to amend the articles of association is conditional in the sense that if the EGM approves the amendment and the notarial deed to amend the articles of association is executed, the amendment will not become effective unless and until the Management Board at any future moment decides, after having obtained approval from the Supervisory Board, to have the amendment enter into force by depositing a copy thereof at the Trade Register of the Chamber of Commerce. Shareholders, employees and other stakeholders benefit from stable and balanced decision-making in the general meeting of shareholders. Kiadis Pharma believes that the interests of its stakeholders are best served if the Management Board and the Supervisory Board are empowered to create a preferred share protection mechanism that is common amongst listed Dutch companies. While there is no immediate reason for taking this measure, Kiadis Pharma believes that it can strengthen its negotiating position should this be necessary at any time in the future.
The notice and agenda for the EGM as well as the proxy form are available on the Investors' section of the Kiadis Pharma website at: http://www.kiadis.com/investors/shareholders-meetings/ .
For more information, please contact:
| Kiadis Pharma : Amy Sullivan, SVP, Corporate Affairs Tel. +1 508 479 3480 a.sullivan@kiadis.com | Optimum Strategic Communications : Mary Clark, Supriya Mathur, Hollie Vile Tel: +44 203 950 9144 David Brilleslijper (Amsterdam) Tel: +31 610 942 514 kiadis@optimumcomms.com |
About Kiadis Pharma Kiadis Pharma is developing its lead product candidate, ATIR101, for use in conjunction with haploidentical HSCT for adult blood cancers to address key limitations of haploidentical HSCT, without prophylactic immunosuppression and its associated morbidity and mortality. Based on the positive results from the single dose Phase II CR-AIR-007 study, the Company submitted a marketing authorization application to the European Medicines Agency in April 2017 for approval of ATIR101 as an adjunctive treatment in haploidentical HSCT for high risk adult hematological malignancies. If the product is conditionally approved, Kiadis Pharma intends to launch ATIR101 in selected countries in Europe through its own commercial organization starting in the second half of 2019.
In December 2017, Kiadis Pharma commenced an international, multicenter, randomized and controlled Phase III clinical trial of ATIR101 against the Post-Transplant Cyclophosphamide, or PTCy protocol, the main protocol used to perform a haploidentical HSCT. The trial will be performed in 250 patients with acute leukemia and myelodysplastic syndrome at approximately 50 sites in the United States, Canada, Europe and certain additional countries. ATIR101 received regenerative medicine advanced therapy designation from the FDA in September 2017, which provides benefits that are materially equivalent to a breakthrough designation from the FDA. In addition, ATIR101 has been granted multiple orphan Drug designations both in the European Union and the United States.
The Company's shares are listed on Euronext Amsterdam and Brussels under the ticker KDS.
Forward Looking Statements Certain statements, beliefs and opinions in this press release are forward-looking, which reflect Kiadis Pharma's or, as appropriate, Kiadis Pharma's directors' current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. A multitude of factors including, but not limited to, changes in demand, competition and technology, can cause actual events, performance or results to differ significantly from any anticipated development. Forward looking statements contained in this press release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. As a result, Kiadis Pharma expressly disclaims any obligation or undertaking to release any update or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions or circumstances on which these forward-looking statements are based. Neither Kiadis Pharma nor its advisers or representatives nor any of its subsidiary undertakings or any such person's officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.
