MONTPELLIER, France--(BUSINESS WIRE)--Regulatory News:
Sensorion (Paris:ALSEN) (FR0012596468 – ALSEN) a pioneering clinical-stage biotech company that specializes in the development of novel therapies to restore, treat and prevent within the field of hearing loss disorders, announces that its Board of Directors has approved the procedure for holding this year’s General Assembly behind closed doors on Wednesday, May 20, 2020. Additionally, the company announces that its annual financial report for the year ending December 31, 2019, is available to the public and filed with the French financial market authority (AMF).
In accordance with Article 4 of Ordinance No. 2020-321 of 25 March 2020 adapting the rules for meetings and deliberations of the assemblies and governing bodies of legal entities and entities without legal personality under private law due to the Covid-19 epidemic, the Board of Directors decided to hold the General Assembly of May 20, 2020 without the physical presence of its shareholders, without the shareholders and other persons entitled to attend being present, either physically or by telephone or audiovisual conference.
The notice of meeting for the general assembly, initially scheduled for May 13, 2020, was published on April 8, 2020 in the French official legal bulletin (BALO) number 43 (notice 2000814). A postponement notice for the general assembly to May 20, 2020 was published on April 24, 2020 in the BALO number 50 (notice 2001089). The invitation notice will be published in the BALO on May 4, 2020 and in a newspaper empowered to publish legal notices. Those notices, as well as all the preliminary documents regarding the general assembly will be available in due time on the website of the company https://www.sensorion-pharma.com.
Terms of participation to the General Assembly
Only shareholders having registered their shares at least two business days prior to the date of the general assembly, meaning by midnight Paris time on May 18, 2020, will be able to participate to the general assembly.
Shareholders holding “au porteur” (bearer) shares will need to obtain an “attestation de participation” (certificate of shareholding) from their brokers.
Given that shareholders are not entitled to attend the assembly, they may vote by mail or give a proxy to the Chairman1 by mail using the form that will be provided for this purpose and available for download on the website of the company https://www.sensorion-pharma.com or on request via email at firstname.lastname@example.org.
In accordance with Article 3 of Decree No. 2020-418 of 10 April 2020, proxies and voting instructions can be sent via email to email@example.com.
In accordance with Article 6 of Decree No. 2020-418 of 10 April 2020, in the hypothesis that a shareholder gives a proxy voting mandate to a mentioned person1:
- The mandates stating the identities of the proxies must reach the Company by or on the fourth day prior to the date of the General Meeting, i.e. until May 16, 2020 ;
- The proxies must each send their instructions for the exercising of their mandates to the Company by the fourth day prior to the date of the General Assembly at the latest, i.e. May 16, 2020 at the latest.
In accordance with Article 7 of Decree No. 2020-418 of 10 April 2020, shareholders who have already voted remotely, issued a proxy voting form or requested their admission pass or an admission certificate, may choose another means of taking part in the General Assembly, provided that their instructions in this respect are received within timescales that are compatible with the rules concerning each means of taking part recalled above.
The previous instructions that were received will then be revoked.
New arrangements for dealing with abstentions
France’s law No. 2019-744 of 19 July 2019 modified the rules used to calculate the votes cast at general assemblies of shareholders: whereas beforehand, abstentions were counted as votes against a motion, during the next general assembly, they will henceforth be excluded from the votes cast and will thus no longer be taken into consideration in the scope used for calculation of the majority required for the adoption of the motions.
Shareholders may send written questions to the Board of Directors until the fourth working day prior to the date of the general assembly, i.e. by midnight Paris time on May 14, 2020. These written questions must be sent preferably by electronic means to firstname.lastname@example.org.
They must be accompanied by a certificate of registration of the shareholder’s shares.
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For all questions regarding the general assembly of May 20, 2020, shareholders are invited to send an email to email@example.com.
Shareholders are also invited to regularly consult the section dedicated to the general assembly on the website of the company https://www.sensorion-pharma.com.
2019 annual financial report
The 2019 financial report can be found on Sensorion’s website (https://www.sensorion-pharma.com) in the investor section under financial information (in French). The annual accounts as of December 31, 2019 have been duly reviewed by statutory auditors and the certification report has been issued.
Sensorion is a pioneering clinical-stage biotech company, which specializes in the development of novel therapies to restore, treat and prevent within the field of hearing loss disorders. Its clinical-stage portfolio includes one Phase 2 product: SENS-401 (Arazasetron) for sudden sensorineural hearing loss (SSNHL). Sensorion has built a unique R&D technology platform to expand its understanding of the pathophysiology and etiology of inner ear related diseases enabling it to select the best targets and modalities for drug candidates. The Company is also working on the identification of biomarkers to improve diagnosis of these underserved illnesses. Sensorion has launched in the second half of 2019 two preclinical gene therapy programs aiming at correcting hereditary monogenic forms of deafness including Usher Type 1 and deafness caused by a mutation of the gene encoding for Otoferlin. The Company is uniquely placed through its platforms and pipeline of potential therapeutics to make a lasting positive impact on hundreds of thousands of people with inner ear related disorders; a significant global unmet medical need.
This press release contains certain forward-looking statements concerning Sensorion and its business. Such forward looking statements are based on assumptions that Sensorion considers to be reasonable. However, there can be no assurance that such forward-looking statements will be verified, which statements are subject to numerous risks, including the risks set forth in the ‘Document de référence’ registration document filed with the ‘Autorité des Marchés Financiers’ (AMF French Financial Market Authority) on September 7th, 2017 under n°R.17-062 and to the development of economic conditions, financial markets and the markets in which Sensorion operates. The forward-looking statements contained in this press release are also subject to risks not yet known to Sensorion or not currently considered material by Sensorion. The occurrence of all or part of such risks could cause actual results, financial conditions, performance or achievements of Sensorion to be materially different from such forward-looking statements.
This press release and the information that it contains do not constitute an offer to sell or subscribe for, or a solicitation of an offer to purchase or subscribe for, Sensorion shares in any country. The communication of this press release in certain countries may constitute a violation of local laws and regulations. Any recipient of this press release must inform oneself of any such local restrictions and comply therewith.
1 If a shareholder wishes to give a proxy voting mandate to a mentioned person, he or she should contact the company. It is specified that those mentioned persons, like shareholders, may not physically attend the meeting.