TIDMAKR
RNS Number : 1783P
Akers Biosciences, Inc.
06 February 2019
February 6, 2019
Akers Biosciences, Inc.
Form DEFA14A Filing - Additional Proxy Soliciting Materials
Akers Biosciences, Inc. (NASDAQ: AKER) (AIM: AKR.L), (the
"Company" or "Akers Bio"), a developer of rapid health information
technologies, announces that the Company has filed a Form DEFA14A
(additional proxy soliciting materials) with the U.S. Securities
and Exchange Commission in connection with the Special Meeting of
Shareholders to be held on March 5, 2019 for the purpose of seeking
shareholders' approval to cancel the listing of the Company's
common stock of no par value on AIM, a market operated by London
Stock Exchange plc. The DEFA14A contains a cover letter, Form of
Proxy and Form of Direction, that will shortly be mailed, and are
applicable only, to shareholders on the Company's Jersey (Channel
Islands) Branch share register managed by Link Asset Services, or
holders of Depositary Interests which are held in CREST by Link
Market Services Trustees Limited, the Depositary for the Company's
Depositary Interests.
The Form DEFA14A appears in full in the appendix below and is
available to view on Akers Bio's website at www.akersbio.com or on
www.sec.gov.
Inquiries:
Akers Biosciences, Inc.
Howard R. Yeaton, Chief Executive Officer and Interim Chief
Financial Officer
Tel. +1 856 848 8698
investors@akersbio.com
finnCap (UK Nominated Adviser and Broker)
Ed Frisby / Scott Mathieson (Corporate Finance)
Tel. +44 (0)20 7220 0500
Vigo Communications (Global Public Relations)
Ben Simons / Fiona Henson
Tel. +44 (0)20 7390 0234
Email: akers@vigocomms.com
About Akers Biosciences, Inc.
Akers Bio develops, manufactures, and supplies rapid screening
and testing products designed to deliver quicker and more
cost-effective healthcare information to healthcare providers and
consumers. The Company has advanced the science of diagnostics
while responding to major shifts in healthcare through the
development of several proprietary platform technologies. The
Company's state-of-the-art rapid diagnostic assays can be performed
virtually anywhere in minutes when time is of the essence. The
Company has aligned with major healthcare companies and high-volume
medical product distributors to maximize product offerings, and to
be a major worldwide competitor in diagnostics.
Additional information on the Company and its products can be
found at www.akersbio.com.
Cautionary Note Regarding Forward-Looking Statements
Statements contained herein that are not based upon current or
historical fact are forward-looking in nature and constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements reflect the Company's expectations about its future
operating results, performance and opportunities that involve
substantial risks and uncertainties. Such statements may include,
without limitation, statements with respect to the Company's plans,
compliance with the requirements of various regulatory agencies and
certain NASDAQ Stock Market listing rules, objectives, projections,
expectations and intentions and other statements identified by
words such as "projects," "may," "will," "could," "would," "should,
" "believes," "expects," "anticipates," "estimates," "intends,"
"plans," "potential" or similar expressions, as they relate to the
Company, its subsidiaries, or its management. These statements are
based upon the current beliefs and expectations of the Company's
management and are subject to significant risks and uncertainties,
including those detailed in the Company's filings with the
Securities and Exchange Commission. Actual results, performance,
prospects, and opportunities to may differ materially from those
set forth in, or implied by, the forward-looking statements. These
forward-looking statements involve certain risks and uncertainties
that are subject to change based on various factors (many of which
are beyond the Company's control). The Company undertakes no
obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by applicable law.
APPIX - FORM DEFA14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A
INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant [X] Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ Preliminary Proxy Statement
]
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Under Rule 14a-12
Akers Biosciences, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Persons(s) Filing Proxy Statement, if Other Than the
Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act
Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was
determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and
identify the filing for which the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the form or schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
February 8, 2019
Dear Shareholder
Akers Biosciences, Inc. (the "Company") - proposed cancellation
of the admission of the Company's common stock of no par value to
the AIM market of London Stock Exchange
Please find enclosed a proxy statement in connection with the
above matter.
If you have received this covering letter, it is either because
your shares in the Company are held on the Company's Jersey
(Channel Islands) Branch share register managed by Link Asset
Services, or because you hold Depositary Interests which are held
in CREST by Link Market Services Trustees Limited, the Depositary
for the Company's Depositary Interests.
Accordingly, the voting facilities described in the enclosed
proxy statement are not available to you and you should instead use
the Form of Proxy (or Form of Direction in the case of Depositary
Interest holders, as appropriate) which has been enclosed in this
envelope, and return it to the address listed on the form alongside
all other relevant instructions included thereon.
If you have any questions regarding this letter or the contents
of the proxy statement, please do not hesitate to email
investors@akersbio.com and a member of our investor communications
team will be happy to assist you.
Yours faithfully
Howard R. Yeaton
Chief Executive Officer & Interim Chief Financial
Officer
a: 201 Grove Road, Thorofare, N.J. 08086, USA
t: +1 (856) 848 8698 www.akersbio.com
IF YOU HAVE RECEIVED THIS FORM OF PROXY, YOUR SHARES ARE HELD ON
THE COMPANY'S JERSEY (CHANNEL ISLANDS) BRANCH SHARE REGISTER.
VOTING FACILITIES DETAILED IN THE ACCOMPANYING PROXY STATEMENT DO
NOT APPLY TO YOU. YOU SHOULD VOTE BY FOLLOWING THE INSTRUCTIONS
PROVIDED ON THIS FORM.
FORM OF PROXY
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
OF
AKERS BIOSCIENCES, INC.
The undersigned hereby appoints Joshua Silverman and Christopher
C. Schreiber as Proxies with full power of substitution to vote all
the shares of Common Stock which the undersigned would be entitled
to vote if personally present at the Special Meeting of
Shareholders to be held on March 5, 2019, at the offices of
Ellenoff Grossman & Schole LLP at 1345 6th Ave, 11th Floor, New
York, NY 10105 at 10 AM (EST), or at any postponement or
adjournment thereof, and upon any and all matters which may
properly be brought before the Special Meeting or any postponement
or adjournments thereof, hereby revoking all former proxies.
I/We
Please insert full name(s) and address(es) in BLOCK CAPITALS
Of
-------------------------------------------------------------
1. To approve the cancellation of the admission of the Company's common stock of no par value
to trading on AIM, a market operated by London Stock Exchange, and that the directors and
officers of the Company be authorized to take all steps which are necessary or desirable in
order to effect such cancellation.
[ ] FOR [ ] AGAINST [ ] ABSTAINS
The shares represented by this proxy, when properly executed,
will be voted as specified by the undersigned Shareholder(s). If
this card contains no specific voting instructions, the shares will
be voted FOR the proposal described on this card.
Signed: Dated:
1. To be effective, this Form of Proxy and the power of attorney or other authority (if any)
under which it is signed, or a notarially or otherwise certified copy of such power or authority,
must be deposited at Link Asset Services, PXS, 34 Beckenham Road, Beckenham BR3 4TU, United
Kingdom no later than 3 PM (GMT) on March 1, 2019.
2. Any alterations made to this Form of Proxy should be initialed.
3. In the case of a corporation this Form of Proxy should be given under its Common Seal or under
the hand of an officer or attorney duly authorized in writing.
4. Please indicate how you wish your vote to be cast by placing an "X" in the box provided. On
receipt of this form duly signed, you will be deemed to have authorized Joshua Silverman and
Christopher C. Schreiber to vote, or to abstain from voting, as per your instructions.
5. The 'Abstains' option is provided to enable you to abstain from voting on the proposal. However,
it should be noted that an abstention is not a vote in law and will not be counted in the
calculation of the proportion of the votes 'For' and 'Against' the proposal.
You must return this Form of Proxy to Link Asset Services, PXS,
34 Beckenham Road, Beckenham BR3 4TU, United Kingdom by no later
than 3 PM GMT on March 1, 2019.
IF YOU HAVE RECEIVED THIS FORM OF DIRECTION, YOU ARE A HOLDER OF
DEPOSITARY INTERESTS ON THE COMPANY'S JERSEY DEPOSITARY. VOTING
FACILITIES DETAILED IN THE ACCOMPANYING PROXY STATEMENT DO NOT
APPLY TO YOU. YOU MAY DIRECT HOW YOU WISH TO VOTE BY FOLLOWING THE
INSTRUCTIONS PROVIDED ON THIS FORM.
FORM OF DIRECTION
THIS FORM OF DIRECTION IS SOLICITED ON BEHALF OF THE BOARD OF
DIRECTORS OF
AKERS BIOSCIENCES, INC.
Form of Direction for completion by holders of Depositary
Interests representing shares on a 1 for 1 basis in Akers
Biosciences, Inc. (the "Issuer") in respect of the Special Meeting
of Shareholders to be held at 10 AM EST on March 5, 2019 at the
offices of Ellenoff Grossman & Schole LLP, 1345 6th Ave, 11(th)
floor, New York, NY 10105, United States, or at any postponement or
adjournment thereof, and upon any and all matters which may
properly be brought before the Special Meeting or any postponement
or adjournments thereof, hereby revoking all former proxies.
I/We
Please insert full name(s) and address(es) in BLOCK CAPITALS
Of
-------------------------------------------------------------
being a holder of Depositary Interests representing shares in
the Issuer company hereby appoint Link Market Services Trustees
Limited ("Depositary") as my/our proxy to vote for me/us and on
my/our behalf at the Special Meeting of the Issuer company to be
held on the above date as directed by an X in the space below.
1. To approve the cancellation of the admission of the Company's common stock of no par value
to trading on AIM, a market operated by London Stock Exchange, and that the directors and
officers of the Company be authorized to take all steps which are necessary or desirable in
order to effect such cancellation.
[ ] FOR [ ] AGAINST [ ] ABSTAINS
This Form of Direction, when properly executed, will be voted in
the manner directed herein by the undersigned holder. If no voting
instruction is indicated, you will be deemed to have instructed the
Depositary to vote FOR the proposal described on this card.
Signed: Dated:
1. To be effective, this Form of Direction and the power of attorney or other authority (if any)
under which it is signed, or a notarially or otherwise certified copy of such power or authority,
must be deposited at Link Asset Services, PXS, 34 Beckenham Road, Beckenham BR3 4TU, United
Kingdom no later than 3 PM GMT on February 28, 2019. Any alterations made to this Form of
Direction should be initialed.
2. In the case of a corporation this Form of Direction should be given under its Common Seal
or under the hand of an officer or attorney duly authorised in writing.
3. Please indicate how you wish your vote to be cast by placing "X" in the box provided. On receipt
of this form duly signed, you will be deemed to have authorised the Depositary to vote, or
to abstain from voting, as per your instructions.
4. The Depositary will appoint Joshua Silverman and Christopher C. Schreiber as its proxy to
cast your votes. Joshua Silverman and Christopher C. Schreiber may also vote or abstain from
voting as they think fit on any other proposal (including amendments to proposals) which may
properly come before the meeting.
5. The 'Abstains' option is provided to enable you to abstain from voting on the proposal. However,
it should be noted that an abstention is not a vote in law and will not be counted in the
calculation of the proportion of the votes 'For' and 'Against' the proposal.
6. Depositary Interest holders wishing to attend the meeting should contact the Depositary at
Link Market Services Trustees Limited, The Registry, 34 Beckenham Road, Beckenham, Kent BR3
4TU, United Kingdom or by email to CAGtrustees@linkgroup.co.uk in order to request a Letter
of Representation by no later than 3 PM GMT on February 28, 2019.
You must return this Form of Direction to Link Asset Services,
PXS, 34 Beckenham Road, Beckenham BR3 4TU, United Kingdom no later
than 3PM GMT on February 28, 2019.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
NOGBELLBKLFXBBX
(END) Dow Jones Newswires
February 06, 2019 02:01 ET (07:01 GMT)
Akers Biosciences (LSE:AKR)
Historical Stock Chart
From Apr 2024 to May 2024
Akers Biosciences (LSE:AKR)
Historical Stock Chart
From May 2023 to May 2024