Medigene announces capital reduction and nomination of new members to a reduced Supervisory Board
05 Juni 2013 - 8:03AM
Medigene AG / Medigene announces capital reduction and
nomination of new members to a reduced Supervisory Board .
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solely responsible for the content of this announcement.
Martinsried/Munich, June 5, 2013.
Medigene AG (MDG, Frankfurt, Prime Standard) announces today that
it will publish its invitation to the annual general meeting, which
will be held on 16 July, 2013, in the Federal Gazette on Friday, 7
June 2013. On the occasion of the annual general meeting, the
Executive Board will report on the company's financial and
operational progress. The agenda includes a draft resolution of the
Executive and Supervisory Boards on an ordinary reduction of
Medigene AG share capital by EUR 29,616,417.00 to EUR
9,872,139.00 by consolidation of the issued no-par value shares in
a ratio of 4:1 from 39,488,556 to 9,872,139 shares, pursuant to §§
222 ff. of the German Stock Corporation Act.
This measure does not affect the
value of the company. Being an accounting measure, the reduction
will result in a transfer from subscribed capital to capital
reserves on the shareholders' equity side of the balance sheet of
Medigene AG. Thereby the price of the shares shall be significantly
increased above the nominal value of one Euro therefore increasing
the transaction capacity of Medigene AG in respect of the minimum
issue price according to § 9, par. 1 of the German Stock
Corporation Act. However, no specific measures are currently
planned.
Additional agenda items provide
for a reduction of the Supervisory Board from six to three members
by amendment to the Articles of Incorporation as well as the
re-election of the Supervisory Board members. The term of office of
all Supervisory Board members ends according to schedule with the
close of the annual general meeting on 16 July 2013. The
Supervisory Board nominates the following persons for election to
the Supervisory Board: Prof. Dr. Horst Domdey, Dave Lemus and Dr.
Yita Lee for a period of three years; Prof. Dr. Winnacker, Dr.
Werner, and Mr. Kühn until the registration of the above-mentioned
amendment to the Articles of Incorporation into the Commercial
Register. Prof. Dr. Domdey is a co-founder of Medigene AG and
managing director of BioM Biotech
Cluster Development GmbH, Martinsried, Germany. Mr. Lemus is Chief
Executive Officer of Sigma-Tau Pharmaceuticals Inc., Gaithersburg,
USA and previously served as Chief Financial Officer of Morphosys
AG, Martinsried, Germany. Dr. Lee is Chief Scientific Officer of
the Sinphar Group, Taipei, Taiwan.
Dr. Frank
Mathias, Chief Executive Officer of Medigene AG, comments:
"During the past few months, Medigene reported important news and
progress in its operative business, for example the global
partnership for EndoTAG®-1, as well as
new market approvals and launches of Veregen®. We now
propose to our shareholders a capital reduction in order to further
strengthen our share price and our capacity to act strategically.
In addition, the Supervisory Board should be adapted to the size of
our company. We are delighted to have a selection of highly
qualified candidates with many years of experience in the German
and international biotech industries and we look forward to
presenting our proposals to our shareholders at the upcoming annual
general meeting."
The complete invitation to the
annual general meeting of Medigene AG is accessible at the company
website at
http://www.medigene.com/media-investors/annual-general-meeting/2013.
Medigene
AG (Frankfurt: MDG, Prime Standard) is a publicly listed
biotech company headquartered in Martinsried/Munich, Germany.
Medigene focuses on clinical research and development of novel
drugs against cancer and autoimmune diseases. Medigene is the first
German biotech company to generate revenues from a marketed product
(Veregen®), which is
distributed by partner companies. Medigene also has two drug
candidates undergoing clinical trials, EndoTAG®-1 und
RhuDex®, and is
developing an innovative vaccine technology. For further details,
please visit www.medigene.com
This press release contains
forward-looking statements representing the opinion of Medigene as
of the date of this release. The actual results achieved by
Medigene may differ significantly from the forward-looking
statements made herein. Medigene is not bound to update any of
these forward-looking statements. Medigene®,
EndoTAG®,
RhuDex® and
Veregen® are
registered trademarks of Medigene AG. Polyphenon E®
is a trademark of Mitsui Norin Co., Ltd. These trademarks may be
owned or licensed in select locations only.
Contact
Julia Hofmann, Claudia Burmester
Investor & Public Relations
Tel.: +49 - 89 - 20 00 33 - 33 01
Email: investor@medigene.com
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information contained therein.
Source: Medigene AG via Thomson Reuters ONE
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