Result of General Meeting

RNS Number : 4204I

ValiRx PLC

01 April 2020

 

1 April 2020

ValiRx Plc

("ValiRx" or the "Company")

Result of General Meeting

London, UK, 1 April 2020: ValiRx Plc (AIM: VAL), a clinical stage biotechnology company, announces the reconvening of the General Meeting that was adjourned on 25 March 2020 and the Result of the General Meeting.

Reconvening of General Meeting

The Company adjourned its General Meeting to be held on 25 March 2020 as a result of the COVID-19 situation. However, in the light of the availability of the Conditional Placing, the Board has concluded that their fiduciary duties to stakeholders including the creditors and shareholders of the Company required that the General Meeting should be reconvened as a matter of urgency.

The COVID-19 lockdown makes attendance of shareholders at the meeting impossible and the Board has been unable to find a suitable means of shareholders participating and voting during the lockdown.

The Board note that the shareholders have had the opportunity to vote their shares by proxy.

The Board regards its obligations to its shareholders and creditors as overriding any procedural difficulties that there may be in holding a meeting during the COVID-19 lockdown.

The Company announced on 25 March 2020 that 7 days' notice of the reconvening of the meeting would be required but given both the urgency of the financial situation and the fact that shareholders would not be able to attend and vote at any reconvened meeting because of the COVID-19 lockdown, the Board has decided to allow the proceedings to be decided on a poll based upon the proxies received for the General Meeting at its originally scheduled time.

Accordingly, the Board today reconvened the meeting with certain directors (who are also shareholders) present.

The Board regret that shareholders were unable to attend in person due to the COVID-19 situation but by deciding the resolutions on a poll, the Board believe shareholders are being treated as fairly as possible in the circumstances. To act otherwise would be to disenfranchise those that voted by proxy prior to the COVID-19 lockdown. The Board notes that attendance at shareholders meetings by shareholders who have not already voted by proxy has historically been low.

Result of General Meeting

Resolutions 1 (Ordinary Resolution - share capital reorganisation) and Resolution 2 (Ordinary Resolution - General Authority to issue shares) were passed.

Resolution 3 (Special Resolution - disapplication of pre-emptive rights) did not pass.

The poll results are set out below:-

Resolutions	For	Against	Discretion
Resolution 1	198,742,919	25,741,867	19,868,944
Resolution 2	199,309,669	24,740,401	19,868,944
Resolution 3	158,156,997	60,821,243	19,963,044

Total Voting Rights

The share capital reorganisation will become effective on or around 6 April 2020 when it is expected that admission of the 12,278,618 consolidated share capital of the Company will be admitted to trading on AIM.

The Company's issued share capital will comprise 12,278,618 ordinary shares of 0.1p each with voting rights. The Company does not hold any shares in treasury. This figure 12,278,618 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

For more information, please contact:

ValiRx plc	Tel: [phone] www.valirx.com
Dr Satu Vainikka, Chief Executive	Tel: [phone]
Tarquin Edwards, Head of Communications.	Tel: [phone] [e-mail]
Cairn Financial Advisers LLP (Nominated Adviser) Liam Murray / Jo Turner / Ludovico Lazzaretti	Tel: [phone]

Notes for Editors

About ValiRx

ValiRx is a biotechnology oncology focused company specialising in developing novel treatments for cancer and associated biomarkers. It aims to make a significant contribution in "precision" medicine and science, namely to engineer a breakthrough into human health and well-being, through the early detection of cancer and its therapeutic intervention.

The Company's business model focuses on out-licensing therapeutic candidates early in the development process. By aiming for early-stage value creation, the company reduces risk considerably while increasing the potential for realising value. The group is already in licensing discussions with major players in the oncology field.

ValiRx's two classes of drugs in development, which each have the potential for meeting hitherto unmet medical needs by existing methods, have worldwide patent filings and agreed commercial rights.  They originate or derive from World class institutions, such as Cancer Research UK and Imperial College. 

Until recently, cancer treatments relied on non-specific agents, such as chemotherapy.  With the development of target-based agents, primed to attack cancer cells only, less toxic and more effective treatments are now possible. New drugs in this group-such as those in ValiRx's pipeline-promise to greatly improve outcomes for cancer patients.

The Company listed on the AIM Market of the London Stock Exchange in October 2006 and trades under the ticker symbol: VAL.

 

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