GENFIT Informs its Shareholders of Certain Procedures for the
Extraordinary General Meeting of January 13, 2021
Lille, France; Cambridge, MA; January 8,
2021 - GENFIT (Nasdaq and Euronext:
GNFT), a late-stage biopharmaceutical company dedicated to
improving the lives of patients with metabolic and liver diseases
(the “Company”), today informs its shareholders of
certain changes in certain of the participation and organization
procedures for the extraordinary general meeting of January 13,
2021 (the “Extraordinary General Meeting”),
following the publication of decree n° 2020-1614 of December 18,
2020 extending and modifying decree n° 2020-418 of April 10, 2020
specifying the procedures for holding meetings behind closed doors
(the “Decree”). Consequently, the procedures for
participation in the Extraordinary General Meeting indicated in
this press release (proxy representation, written questions,
composition of the Committee and broadcast details) supplement
those set out in the notice (avis) published in the Bulletins des
Annonces Légales Obligatoires, no. 146 dated December 7, 2020.
Due to the ongoing COVID-19 pandemic and in
accordance with emergency measures imposed by the French
government, the Board of Directors of the Company has decided that
the Extraordinary General Meeting will be conducted behind closed
doors at the Company’s headquarters located at Parc Eurasanté, 885
Avenue Eugène Avinée, Loos (59120), France, without the physical
presence of shareholders and others who are usually entitled to
attend.
Terms of proxy representation at the
Extraordinary General Meeting
In accordance with the Decree, a shareholder who
has chosen to be represented by a proxy of its choice must notify
its appointment to BNP Paribas Securities Services, and may also
revoke it until the fourth day preceding the Extraordinary General
Meeting, i.e. no later than Saturday, January 9, 2021, at midnight,
Paris time. The proxy holder must send its voting instructions for
the exercise of its proxy in scanned copy of the voting form, to
BNP Paribas Securities Services, by e-mail to the following
address: paris.bp2s.france.cts.mandats@bnpparibas.com.
The form must include the first and last name
and address of the representative, the words “As a representative”,
and must be dated and signed. The voting instructions are indicated
in the “I vote by post” section of the voting card for the
Extraordinary General Meeting. The proxy holder must attach a copy
of his proof of identity and, where applicable, a power of attorney
of the legal person he represents. In accordance with the Decree
and in order to be taken into account, the electronic message must
be received by BNP Securities Services no later than the fourth day
preceding the date of the Extraordinary General Meeting, i.e.
Saturday, January 9, 2021, at midnight, Paris time.
In accordance with the provisions of the Decree,
each shareholder or each holder who has already voted by post,
given proxy to the chairman of the meeting, or given proxy to a
third party may choose another means of participation in the
Extraordinary General Meeting provided that the new instruction
issued by this shareholder reaches the Company (i) according to the
terms and deadlines specified in this press release regarding the
proxies given to third parties, and (ii) according to the legal
terms and deadlines as specified in the notice of the Extraordinary
General Meeting available on the Company's website for votes by
post or proxies to the chairman for the Extraordinary General
Meeting. Their initial instructions will then be revoked.
Written questions at the Extraordinary
General Meeting
The shareholders are invited to send their
written questions to the Company at the latest until the end of the
second business day preceding the date of the Extraordinary General
Meeting, i.e. January 11, 2021. The answers to these questions will
be published on the Company’s website as soon as possible at the
end of the Extraordinary General Meeting, and at the latest before
the end of the fifth business day from the date of the
Extraordinary General Meeting.
Composition of the committee of the
Extraordinary General Meeting
The Extraordinary General Meeting will be
chaired by Mr. Jean-François Mouney, Chairman of the Board of
Directors.
Given the current pandemic and in accordance
with the provisions of the Decree, the Company informs that it has
appointed as observers (scrutateurs) of the Extraordinary General
Meeting: Biotech Avenir and University of Lille, which have each
accepted this appointment.
Extraordinary General Meeting broadcast
details
A live audio broadcast of the
Extraordinary General Meeting will be available on the
Company’s website (https://ir.genfit.com) and a replay will be
available at the Investors section of our website
(https://ir.genfit.com) under the “Events” section and on the
“Shareholders Meeting” page under “Financials”, as soon as possible
at the end of the Extraordinary General Meeting and at the latest
before the end of the fifth business day after the Extraordinary
General Meeting.
ABOUT GENFIT
GENFIT is a late-stage biopharmaceutical company
dedicated to improving the lives of patients with cholestatic and
metabolic chronic liver diseases. GENFIT is a pioneer in the field
of nuclear receptor-based drug discovery, with a rich history and
strong scientific heritage spanning more than two decades. GENFIT
is currently enrolling in ELATIVE™, a Phase 3 clinical trial
evaluating elafibranor in patients with Primary Biliary Cholangitis
(PBC). As part of GENFIT’s comprehensive approach to clinical
management of patients with liver disease, the Company is also
developing NIS4™, a new, non-invasive blood-based diagnostic
technology which could enable easier identification of patients
with at-risk NASH. NIS4™ technology has been licensed to
LabCorp in the U.S. and Canada for the development and
commercialization of a blood-based molecular diagnostic test
powered by NIS4™ technology. GENFIT has facilities in Lille and
Paris, France, and Cambridge, MA, USA. GENFIT is a publicly traded
company listed on the Nasdaq Global Select Market and on
compartment B of Euronext’s regulated market in Paris (Nasdaq and
Euronext: GNFT). www.genfit.com
FORWARD LOOKING STATEMENTS
This press release is not an advertisement and
does not constitute a prospectus for the purpose of the Prospectus
Regulation.
This press release contains certain
forward-looking statements with respect to GENFIT, including those
within the meaning of the Private Securities Litigation Reform Act
of 1995, with respect to GENFIT, including statements regarding our
capacity to renegotiate the terms of our OCEANEs convertible bonds
and that the final terms of this proposal will be approved by the
shareholders’ general meeting and general meeting of OCEANEs
holders.
The use of certain words, including “consider”,
“contemplate”, “think”, “aim”, “expect”, “understand”, “should”,
“aspire”, “estimate”, “believe”, “wish”, “may”, “could”, “allow”,
“seek”, “encourage” or “have confidence” or (as the case may be)
the negative forms of such terms or any other variant of such terms
or other terms similar to them in meaning is intended to identify
forward-looking statements. Although the Company believes its
projections are based on reasonable expectations and assumptions of
the Company’s management, these forward-looking statements are
subject to numerous known and unknown risks and uncertainties,
which could cause actual results to differ materially from those
expressed in, or implied or projected by, the forward-looking
statements. These risks and uncertainties include, among other
things, the uncertainties inherent in research and development,
including in relation to safety, biomarkers, progression of, and
results from, its ongoing and planned clinical trials, review and
approvals by regulatory authorities of its drug and diagnostic
candidates, exchange rate fluctuations and the Company’s continued
ability to raise capital to fund its development, as well as those
risks and uncertainties discussed or identified in the Company’s
public filings with the AMF, including those listed in Chapter 2
“Main Risks and Uncertainties” of the Company’s 2019 Universal
Registration Document filed with the AMF on 27 May 2020 under n°
D.20-0503 and in Section 2 “Risk Factors” of the Company’s
Amendment to the Universal Registration Document filed with the AMF
on 22 December 2020 under n° D.20-0503-A01, which are available on
the Company’s website (www.genfit.com) and on the website of the
AMF (www.amf-france.org) and public filings and reports filed with
the U.S. Securities and Exchange Commission (“SEC”) including the
Company’s 2019 Annual Report on Form 20-F filed with the SEC on May
27, 2020. In addition, even if the Company’s results, performance,
financial condition and liquidity, and the development of the
industry in which it operates are consistent with such
forward-looking statements, they may not be predictive of results
or developments in future periods. These forward-looking
statements speak only as of the date of publication of this
document. Other than as required by applicable law, the Company
does not undertake any obligation to update or revise any
forward-looking information or statements, whether as a result of
new information, future events or otherwise.
CONTACT
GENFIT | Investors
Naomi EICHENBAUM – Investor Relations | Tel: +1
(617) 714 5252 | investors@genfit.com
PRESS RELATIONS | Media
Hélène LAVIN – Press relations | Tel: +333 2016
4000 | helene.lavin@genfit.com
GENFIT | 885 Avenue Eugène Avinée, 59120 Loos - FRANCE | +333
2016 4000 | www.genfit.com
- GENFIT Informs its Shareholders of Certain Procedures for the
Extraordinary General Meeting of January 13, 2021