VANCOUVER, Sept. 11, 2019 /CNW/ - Sirona Biochem Corp.
(TSX-V: SBM) (FSE: ZSB) ("Sirona") is pleased to
announce that its board of directors has approved the adoption of a
shareholder rights plan (the "Rights Plan"). The Rights Plan is
subject to acceptance by the TSX Venture Exchange ("TSXV") and
ratification by Sirona's shareholders within six months. If the
shareholders do not ratify the Rights Plan at the AGM, the Rights
Plan and all the rights outstanding at the time will terminate.
The Rights Plan, also commonly referred to as a poison pill, is
designed to ensure that, in the context of a bid for control of the
Company through an acquisition of shares, all shareholders have an
equal opportunity to participate in, and adequate time to assess,
the bid. The Rights Plan is not intended to prevent take-over bids
that treat shareholders equally and offer fair value. The Rights
Plan expressly permits certain take-over bids, referred to as
"permitted bids", that meet basic requirements intended to protect
the interests of shareholders.
Under the terms of the Rights Plan, one right (a "Right") will
be issued by the Company for each outstanding share. The Rights
become exercisable only if a person acquires 20% or more of the
shares of the Company without complying with the "permitted bid"
provisions of the Rights Plan or without the approval of the
Company's board of directors. Once exercisable, the Rights entitle
holders (other than such acquiring person, its affiliates,
associates and joint actors) to purchase shares of the Company at a
substantial discount to the prevailing market price at the time
that the Rights become exercisable.
The Rights Plan was not adopted in response to any specific
take-over bid for the Company that has been made or that the
Company is aware of. The Rights Plan is similar to plans adopted by
other Canadian companies. The Rights Plan also addresses concerns
that a person may acquire control of Sirona through market
purchases of shares, known as a "creeping bid", without paying fair
value for a control position or sharing a control premium equally
among all shareholders.
A copy of the Rights Plan will be filed on SEDAR at
www.sedar.com following the approval of shareholders and the
acceptance by the TSXV.
About Sirona Biochem Corp.
Sirona Biochem is a cosmetic ingredient and drug discovery
company with a proprietary platform technology. Sirona specializes
in stabilizing carbohydrate molecules with the goal of improving
efficacy and safety. New compounds are patented for maximum revenue
potential.
Sirona's compounds are licensed to leading companies around the
world in return for licensing fees, milestone fees and ongoing
royalty payments. Sirona's laboratory, TFChem, is located in
France and is the recipient of
multiple French national scientific awards and European Union and
French government grants. For more information, please visit
www.sironabiochem.com.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this press release.
Sirona Biochem cautions you that statements included in this
press release that are not a description of historical facts may be
forward-looking statements. Forward-looking statements are only
predictions based upon current expectations and involve known and
unknown risks and uncertainties. You are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date of release of the relevant information, unless
explicitly stated otherwise. Actual results, performance or
achievement could differ materially from those expressed in, or
implied by, Sirona Biochem's forward-looking statements due to the
risks and uncertainties inherent in Sirona Biochem's business
including, without limitation, statements about: the progress and
timing of its clinical trials; difficulties or delays in
development, testing, obtaining regulatory approval, producing and
marketing its products; unexpected adverse side effects or
inadequate therapeutic efficacy of its products that could delay or
prevent product development or commercialization; the scope and
validity of patent protection for its products; competition from
other pharmaceutical or biotechnology companies; and its ability to
obtain additional financing to support its operations. Sirona
Biochem does not assume any obligation to update any
forward-looking statements except as required by law.
SOURCE Sirona Biochem Corp.