6
June 2024
PureTech Health
plc
Result of General
Meeting
PureTech Health plc
(Nasdaq: PRTC, LSE: PRTC) ("PureTech" or the "Company"), a clinical-stage
biotherapeutics company dedicated to changing the lives of
patients with devastating diseases, is pleased to
announce that at the General Meeting of the Company held at 11:00
a.m. New York City time (4:00 p.m. London time) today at the
Company's offices at 6 Tide Street, Boston, Massachusetts, 02210,
United States, the proposed Special Resolution as set out in the
Circular containing the Notice of General Meeting circulated to
Shareholders and published on 20 May 2024 was duly
passed.
The results of the poll,
incorporating the proxy votes lodged in advance of the meeting, are
set out below:
|
Resolution
|
For
|
%
|
Against
|
%
|
Withheld
|
Total
votes cast
|
|
1. To
approve a tender offer to acquire approximately 33,500,000 ordinary
shares (including ordinary shares represented by American
depositary shares (''ADSs'')) for 250 pence per ordinary share
(including ordinary shares represented by ADSs) in the Company on
the terms set out in the circular to shareholders dated 20 May
2024.
|
186,119,551
|
99.94%
|
113,744
|
0.06%
|
49,148
|
186,233,295
|
Notes:
(1) A vote "Withheld" is not a vote
in law and is not counted in the calculation of the votes "For" or
"Against" a resolution.
(2) As at 4 June 2024, the latest
practicable date for the General Meeting, the number of issued
shares in the Company entitling the holders to attend and vote for
or against the special resolution at the General Meeting was
270,814,102 Ordinary Shares. This does not include
18,654,057 Ordinary Shares held
in treasury. In accordance with the Company's Articles of
Association, on a poll every member present in person or by proxy
has one vote for every share held.
(3) The full text of the resolution
may be found in the Circular containing the Notice of General
Meeting, copies of which are available on both the Company's
website
https://investors.puretechhealth.com/tender-offer
and on the National Storage Mechanism. The
resolution may also be found in the Circular containing the Notice
of General Meeting included as an exhibit to the Schedule TO filed
with the Securities and Exchange Commission and available for
inspection at https://sec.gov.
Tender Offer
Further to the Company's
announcement and the Circular dated 20 May 2024, the latest time
and date for receipt of Tender Forms or TTE Instructions from
Shareholders in respect of the Tender Offer is 1:00 p.m. London
time on 20 June 2024, and the latest time and date for receipt by
the Tender Agent of Letters of Transmittal for ADSs and book-entry
transfer of ADSs in respect of the Tender Offer is 5:00 p.m. New
York City time on 18 June 2024.
The results of the Tender Offer will
be announced on 24 June 2024.
References to times in this
timetable are to London time (British Summer Time (BST)) or New
York City time (Eastern Daylight Time (EDT)) (as
stated).
Capitalised terms in this
announcement (unless otherwise defined) have the same meanings as
set out in the Circular.
Contact:
PureTech Health plc
Public Relations
publicrelations@puretechhealth.com
Investor Relations
IR@puretechhealth.com
Jefferies International Limited
Ed Matthews
+44 (0)20 7548 4107
ematthews1@jefferies.com
Jee Lee
+44 (0)20 7029 8545
Jee.Lee@jefferies.com
UK/EU Media
Ben Atwell, Rob Winder
+44 (0) 20 3727 1000
puretech@fticonsulting.com
US Media
Nichole Bobbyn
+1 774 278 8273
nichole@tenbridgecommunications.com
About PureTech Health
PureTech is a clinical-stage
biotherapeutics company dedicated to giving life to new classes of
medicine to change the lives of patients with devastating diseases.
The Company has created a broad and deep pipeline through its
experienced research and development team and its extensive network
of scientists, clinicians and industry leaders that is being
advanced both internally and through its Founded Entities.
PureTech's R&D engine has resulted in the development of 29
therapeutics and therapeutic candidates, including two that have
received both U.S. FDA clearance and European marketing
authorization and a third (KarXT) that has been filed for FDA
approval. A number of these programs are being advanced by PureTech
or its Founded Entities in various indications and stages of
clinical development, including registration enabling studies. All
of the underlying programs and platforms that resulted in this
pipeline of therapeutic candidates were initially identified or
discovered and then advanced by the PureTech team through key
validation points.
For more information,
visit www.puretechhealth.com or
connect with us on X (formerly Twitter) @puretechh.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains
statement that are or may be forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements contained in this press release that do not relate
to matters of historical fact should be considered forward-looking
statements, including without limitation statements that relate to
our expectations around our therapeutic candidates and approach
towards addressing major diseases, our future prospects,
developments, and strategies, and statements regarding the intent, belief or current
expectations regarding the Tender Offer.
The forward-looking statements are based on current expectations
and are subject to known and unknown risks, uncertainties and other
important factors that could cause actual results, performance and
achievements to differ materially from current expectations,
including, but not limited to, those risks, uncertainties and other
important factors described under the caption "Risk Factors" in our
Annual Report on Form 20-F for the year ended December 31, 2023
filed with the SEC and in our other regulatory filings. These
forward-looking statements are based on assumptions regarding the
present and future business strategies of the Company and the
environment in which it will operate in the future. Each
forward-looking statement speaks only as at the date of this press
release. Except as required by law and regulatory requirements, we
disclaim any obligation to update or revise these forward-looking
statements, whether as a result of new information, future events
or otherwise.