BioInvent International AB Annual General Meeting
Lund, Sweden - At BioInvent's Annual General Meeting on 14 April CEO Svein Mathisen informed the shareholders about BioInvent's progress. His presentation focused on the progress of the Company as a whole and within the individual projects. The AGM resolved in accordance with the board's proposal to implement an employee incentive program.
CEO Svein Mathisen described 2007 as a successful year with good progress in all development projects. The anticoagulant TB-402, which is developed in cooperation with ThromboGenics, has successfully completed a phase I trial. BioInvent has also initiated two new phase I trials. One involves TB-403 for the treatment of cancer, also in cooperation with ThromboGenics, and the other involves BI-204 for atherosclerosis, the collaborative project with Genentech. During the year BioInvent also selected a new drug candidate, BI-505, which has demonstrated an enhanced ability to kill tumour cells in severe types of cancer.
The AGM voted in favour of adopting the income statements and balance sheets for the Group and the parent company. The AGM also decided to reduce the statutory reserve by SEK 16,097,484 to cover the accumulated losses.
The AGM discharged the Board members and the President and CEO from liability and reelected the Board members: Karl Olof Borg, Carl Borrebaeck, Lars Henriksson, Lars Ingelmark, Elisabeth Lindner, Svein Mathisen, Björn Nilsson and Kenth Petersson. The AGM elected Karl Olof Borg to be Chairman of the Board.
The Board's fees were set at SEK 1,110,000, of which SEK 360,000 should be the fee for the Chairman of the Board and SEK 150,000 should be the fee for each other member of the board not employed by the Company. In addition hereto, it was decided that SEK 160,000 shall be the fee for committee work (not including the chairman of the board), of which SEK 40,000 shall be the fee for each of the members in the Audit Committee (3 persons) and SEK 20,000 shall be the fee for each of the members in the Remuneration Committee (2 persons).
As the company's Auditors the AGM elected Ernst & Young AB with certified accountant Johan Thuresson as auditor in charge. The fees of the Auditors shall be paid as per invoice.
The AGM resolved in accordance with the board's proposal to guidelines for remuneration of executive management.
In accordance with the board's proposal, the AGM resolved to adopt an incentive program comprising of a total maximum of 1,450,000 employee options (Sw. personaloptioner) and to issue 1,920,090 warrants which shall be subscribed for by the subsidiary BioInvent Finans AB, free of charge, in order to secure the company's commitment under to the incentive program and the social security contributions connected therewith. Each employee option will entitle the holder to subscribe for one new share in the company at a subscription price equivalent to 110 per cent of the volume-weighted average stock price during ten trading days following the AGM. Basic allotment is intended to take place after the subscription price is determined and according to the following guidelines: (i) 7,500 employee options to the CEO, members of management, the Heads of a section and persons with other key positions (app. 15 persons), except for members of management without a substantial shareholding in the company, who will receive 30,000 employee options, and (ii) 3,750 employee options to other employees (app. 90 persons). Further, extra allotment may be obtained based on performance according to the following guidelines: (i) maximum 15,000 employee options each year 2009-2011 to the CEO and other members of management, (ii) maximum 7,500 employee options each year 2009 2011 to Heads of sections and other key employees and (iii) maximum 3,750 employee options for 2010 to other employees. The employee options will be allotted free of charge and the holders shall be entitled to exercise 50 per cent of basic-allotted options as from the three-year anniversary from the allotment and remaining 50 per cent as from the four-year anniversary from the allotment. The holders shall be entitled to exercise extra-allotted options as from the AGM of 2012. The last day for exercising the employee options shall be December 1, 2012. Prior to the AGM, the board has made a minor adjustment in its original proposal entailing that the basic allotment to the category other employees was divided into two equal parts of basic and extra allotment respectively.
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For more information
BioInvent International AB Svein Mathisen President & CEO Tel: +46 (0)46-286 85 67 Mobile: +46 (0)708-97 82 13 E-mail: [email protected]
Cristina Glad
Executive Vice President
Tel: +46 (0)46-286 85 51
Mobile: +46 (0)708-16 85 70
E-mail: [email protected]
Legal disclaimer
This press release contains statements about the future, consisting of subjective assumptions and forecasts for future scenarios. Predictions for the future only apply as of the date they are made and are, by their very nature, in the same way as research and development work in the biotech segment, associated with risk and uncertainty. With this in mind, the actual outcome may deviate significantly from the scenarios described in this press release.
Notes to editors:
BioInvent International AB, listed on The Nordic Exchange (OMXS:BINV), is a research-based pharmaceutical company that focuses on developing antibody drugs. The Company is currently running innovative drug projects within the areas of thrombosis, cancer, atherosclerosis and ophthalmic diseases. In January 2007 the Company announced a major strategic alliance with American-based Genentech, Inc. in the cardiovascular field.
These projects are based on a competitive and in substance patented technology platform. The scope and strength of this platform is also utilised by partners, such as ALK-Abelló, Bayer HealthCare, ImmunoGen, OrbusNeich, Sanofi-Aventis, UCB and XOMA.
The Company, which currently has 95 employees, is located at Ideon in Lund.
BioInvent International AB (publ) Co. reg. No. 556537-7263, Address: Sölvegatan 41 Mailing address: SE-223 70 LUND Tel: +46 (0)46 286 85 50 [email protected] www.bioinvent.com
Information disclosed in this press release is provided herein pursuant to the Swedish Securities Markets Act and/or the
Swedish Financial Instruments Trading Act. The information was submitted for publication at 6.00 p.m. CET, on 14 April, 2008.