ProMIS Neurosciences Inc. (TSX: PMN) (OTCQB: ARFXF) (the
“
Company”), a biotechnology company focused on the
discovery and development of antibody therapeutics targeting toxic
oligomers implicated in the development of neurodegenerative
diseases, is pleased to announce that, further to its news release
of October 7, 2021, it is filing today on SEDAR the management
information circular for the special general meeting of
shareholders (the “
Special Meeting”) to be held on
December 1, 2021.
Meeting Agenda
At the Special Meeting, the shareholders will be asked to
consider, and if deemed advisable, pass a special resolution
authorizing the Board of Directors (the “Board”)
to determine, at its discretion, to file articles of amendment to
consolidate the Common Shares of the Company within a range from a
ratio of thirty pre-consolidation Common Shares to one
post-consolidation Common Share up to a ratio of sixty
pre-consolidation Common Shares for one post-consolidated Common
Share.
United States Stock Exchange Listing
Subject to shareholder approval, the Board intends to proceed
with the share consolidation in furtherance of a listing of the
Company’s shares on a stock exchange in the United States. Eugene
Williams, the Company's Executive Chairman, adds that "The Board
believes a listing on a stock exchange in the United States, in
addition to potentially providing greater liquidity for our
shareholders, should provide greater access to capital to help
expedite the development of our potential therapies, including
notably our lead program PMN310 for Alzheimer’s disease and the
process of obtaining clinical validation of such potential
therapies.”
The Company anticipates that the share consolidation may also
result in certain additional benefits as a result of a higher
post-consolidation market price for its Common Shares,
including:
- enhancing the Company’s comparability against its peers on per
share metrics;
- increasing the pool of investors to include those whose
internal investment policies may prohibit or discourage them from
purchasing stocks trading below a certain minimum price; and
- increasing analyst and broker interest as policies governing
analysts and brokers may discourage following or recommending
issuers with lower stock prices.
Any authority proposed to be granted to the Board to consolidate
the shares is conditional upon the prior approval of the Toronto
Stock Exchange (TSX). Notwithstanding approval of the resolution by
shareholders and the TSX, the Board will retain the discretion to
elect not to proceed with the share consolidation. Further, there
can be no assurances that such a US listing will occur following
either shareholder approval, TSX approval, the implementation of a
consolidation of the shares or otherwise. Further, no assurance can
be given that the Company will meet the quantitative or qualitative
requirements to list on a stock exchange in the United States.
The full particulars of the special business are set out in the
management information circular for the Special Meeting, which has
been filed on SEDAR, is being sent to shareholders and can be found
on the Company’s website at
https://promisneurosciences.com/special-meeting-of-shareholders/.
Shareholder Information and Questions
Shareholders who have questions about the management information
circular, or require assistance with voting their shares can
contact the Company’s proxy solicitation agent, Laurel Hill
Advisory Group:
Laurel Hill Advisory GroupNorth America Toll Free:
1-877-452-7184Outside North America: 1-416-304-0211Email:
assistance@laurelhill.com
About ProMIS Neurosciences
ProMIS Neurosciences, Inc. is a development
stage biotechnology company focused on discovering and developing
antibody therapeutics selectively targeting toxic oligomers
implicated in the development and progression of neurodegenerative
diseases, in particular Alzheimer’s disease (AD), amyotrophic
lateral sclerosis (ALS) and Parkinson’s disease (PD). The Company’s
proprietary target discovery engine is based on the use of two
complementary techniques. The Company applies its thermodynamic,
computational discovery platform—ProMIS™ and Collective
Coordinates—to predict novel targets, known as Disease Specific
Epitopes, on the molecular surface of misfolded proteins. Using
this unique approach, the Company is developing novel antibody
therapeutics for AD, ALS and PD. ProMIS is headquartered in
Toronto, Ontario, with offices in Cambridge, Massachusetts. ProMIS
is listed on the Toronto Stock Exchange under the symbol PMN, and
on the OTCQB Venture Market under the symbol ARFXF.
For further information about ProMIS
Neurosciences, please consult the Company’s website at:
www.promisneurosciences.com
For Investor Relations please contact: Alpine
Equity AdvisorsNicholas Rigopulos,
Presidentnick@alpineequityadv.com Tel. 617 901-0785
The TSX has not reviewed and does not accept
responsibility for the adequacy or accuracy of this
release.
This news release contains certain "forward-looking statements"
within the meaning of such statements under applicable securities
law. Forward-looking statements are frequently characterized by
words such as "anticipates", "plan", "continue", "expect",
"project", "intend", "believe", "anticipate", "estimate", "may",
"will", "potential", "proposed", "positioned" and other similar
words, or statements that certain events or conditions "may" or
"will" occur including but not limited to statements related to the
intent of the Company to pursue a potential listing of the
Company’s Common Shares on an exchange in the United States,
the Company’s ability to access capital improving as a result of a
listing on a stock exchange in the United States, the additional
benefits of a share consolidation and the Company obtaining the
necessary regulatory approvals and satisfying the other
requirements to file an IND and commence its clinical trials
related to its lead program PMN310 soon thereafter.
Readers are cautioned that forward-looking statements are based
on certain assumptions and are subject to known and unknown risks
and uncertainties (both general and specific) that contribute to
the possibility that the future events or circumstances
contemplated by such forward-looking information will not occur.
Such risks and uncertainties with respect to the forward-looking
statements contained in this news release include, but are not
limited to, the Company obtaining shareholder and Toronto Stock
Exchange approval for a consolidation of its Common Shares, the
Company’s ability to generally meet the quantitative and
qualitative requirements to list its Common Shares on a stock
exchange in the United States, the trading volumes in the Company’s
Common Shares increasing as a result of a listing on a stock
exchange in the United States, the Company’s ability to access
capital improving as a result of a listing on a stock exchange in
the United States, and the Company obtaining the necessary
regulatory approvals and satisfying the other requirements to file
an IND and commence its clinical trials related to its lead program
PMN310 soon thereafter. Readers should also refer to the risk
factors set forth in the Company’s continuous disclosure documents
available at SEDAR (www.sedar.com). There can be no assurance that
the plans, intentions or expectations upon which forward-looking
statements are based will be realized. Actual results may differ,
and the difference may be material and adverse to the Company and
its shareholders. Therefore, readers should not place undue
reliance upon such forward-looking statements. The Company does not
intend, and does not assume any obligation, to update these
forward-looking statements in order to reflect events or
circumstances that may arise after the date of this news release
except as required by applicable law or regulatory
requirements.
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