Last checked at 12 Jun 2020 07:00
12 June 2020
PureTech Health plc
Results of Annual General Meeting
The Annual General Meeting of PureTech Health plc (LSE: PRTC) ("PureTech Health" or the "Company"), was held at 16.00 BST on Thursday 11 June 2020. All of the resolutions proposed at the Annual General Meeting were duly passed by the shareholders on a poll.
The results of the poll, incorporating the proxy votes lodged in advance of the meeting, are set out below. All resolutions were passed by greater than 94% of the shares voted at the meeting.
Resolutions | For | % | Against | % | Withheld | Total votes cast |
001. To approve the Company's Annual Report and Accounts for year ended 31 December 2019 | 218,866,084 | 98.3 | 3,775,464 | 1.7 | 125 | 222,641,548 |
002. To approve the Directors' Remuneration Report | 214,646,352 | 96.41 | 7,995,196 | 3.59 | 125 | 222,641,548 |
003. To approve the Directors' Remuneration Policy | 217,657,809 | 97.77 | 4,957,219 | 2.23 | 26,645 | 222,615,028 |
004. To elect Dr. Raju Kucherlapati as a director | 222,641,674 | 100 | 0 | 0 | 0 | 222,641,674 |
005. To elect Dr. John LaMattina as a director | 210,751,824 | 94.66 | 11,889,849 | 5.34 | 0 | 222,641,673 |
006. To elect Dame Marjorie Scardino as a director | 219,594,272 | 98.63 | 3,047,401 | 1.37 | 0 | 222,641,673 |
007. To elect Mr. Christopher Viehbacher as a director | 217,521,999 | 97.7 | 5,119,675 | 2.3 | 0 | 222,641,674 |
008. To elect Dr. Robert Langer as a director | 213,520,401 | 95.9 | 9,121,272 | 4.1 | 0 | 222,641,673 |
009. To elect Ms. Daphne Zohar as a director | 222,641,674 | 100 | 0 | 0 | 0 | 222,641,674 |
010. To elect Mr. Stephen Muniz as a director | 222,519,798 | 99.97 | 64,000 | 0.03 | 57,876 | 222,583,798 |
011. To reappoint KPMG LLP as Auditors of the Company | 218,703,302 | 98.23 | 3,933,469 | 1.77 | 4,902 | 222,636,771 |
012. To authorise the Audit Committee to determine the Auditors' remuneration | 221,766,308 | 99.65 | 770,463 | 0.35 | 104,902 | 222,536,771 |
013. To authorise the allotment of shares | 221,949,357 | 99.69 | 692,317 | 0.31 | 0 | 222,641,674 |
014. To dis-apply pre-emption rights | 222,634,253 | 100 | 7,421 | 0 | 0 | 222,641,674 |
015. To further dis-apply pre-emption rights for acquisitions and specified capital investments. | 222,560,776 | 99.96 | 80,897 | 0.04 | 0 | 222,641,673 |
016. To authorise market purchase of own shares | 218,863,659 | 98.3 | 3,778,014 | 1.7 | 0 | 222,641,673 |
017. To authorise general meetings to be called on not less than 14 clear days' notice | 221,761,669 | 99.6 | 880,005 | 0.4 | 0 | 222,641,674 |
Due to its shareholding in the Company, Invesco Asset Management Limited is deemed to be a controlling shareholder as defined in the Financial Conduct Authority's Listing Rules. Accordingly, each resolution to elect an independent director (resolutions 4, 5 and 6) has under Listing Rule 9.2.2E been approved by a majority of the votes cast by:
· the shareholders of the Company as a whole; and
· the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder as shown below.
Resolutions | For | % | Against | % | Withheld | Total votes cast |
004. To elect Dr. Raju Kucherlapati as a director | 134,293,959 | 100 | 0 | 0 | 0 | 134,293,959 |
005. To elect Dr. John LaMattina as a director | 122,404,109 | 91.15 | 11,889,849 | 8.85 | 0 | 134,293,958 |
006. To elect Dame Marjorie Scardino as a director | 131,246,557 | 97.73 | 3,047,401 | 2.27 | 0 | 134,293,958 |
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 11 June 2020, the number of issued shares in the Company was 285,488,105 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. 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 resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company's website www.puretechhealth.com and on the National Storage Mechanism.
(4) In accordance with Listing Rule 9.6.2, a copy of the resolutions, other than those concerning ordinary business has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
About PureTech Health
PureTech is a clinical-stage biotherapeutics company dedicated to discovering, developing and commercialising highly differentiated medicines for devastating diseases, including intractable cancers, lymphatic and gastrointestinal diseases, central nervous system disorders and inflammatory and immunological diseases, among others. The Company has created a broad and deep pipeline through the expertise of its experienced research and development team and its extensive network of scientists, clinicians and industry leaders. This pipeline, which is being advanced both internally and through PureTech's Founded Entities, is comprised of 23 product candidates and one product that has been cleared by the US Food and Drug Administration (FDA). All of the underlying programmes and platforms that resulted in this pipeline of product candidates were initially identified or discovered and then advanced by the PureTech team through key validation points based on the Company's unique insights into the biology of the brain, immune and gut, or BIG, systems and the interface between those systems, referred to as the BIG Axis.
For more information, visit www.puretechhealth.com or connect with us on Twitter @puretechh
Forward Looking Statement
This press release contains statements that are or may be forward-looking statements, including statements that relate to the company's future prospects, developments, and strategies. The forward looking statements are based on current expectations and are subject to known and unknown risks and uncertainties that could cause actual results, performance and achievements to differ materially from current expectations, including, but not limited to, those risks and uncertainties described in the risk factors included in the regulatory filings for PureTech Health plc. 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, neither the company nor any other party intends to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.
Contact: Investors |
EU media |
US media |
Allison Mead Talbot +1 617 651 3156 amt@puretechhealth.com | Ben Atwell, Rob Winder +44 (0) 20 3727 1000 ben.atwell@FTIconsulting.com | Stephanie Simon +1 617 581 9333 stephanie@tenbridgecommunications.com |