Acasti Pharma Inc. (“
Acasti” or the
“
Company”) (NASDAQ: ACST and TSX-V: ACST), a
late-stage, specialty pharma company advancing three clinical stage
drug candidates addressing rare and orphan diseases, announced
today the voting results from its Annual General and Special
Meeting of Shareholders (the “
Meeting”) which was
held virtually on Wednesday September 28, 2022.
Election of Directors
All five (5) nominees listed in the proxy
statement dated August 31, 2022 (the “Proxy
Statement”), being Jean Marie (John) Canan, Jan D’Alvise,
Donald Olds, Vimal Kavuru and Michael L. Derby were elected as
directors of Acasti at the Meeting to serve for a term that expires
at the 2023 annual meeting of Acasti shareholders or until their
successors are duly elected or appointed, unless such office is
earlier vacated in accordance with Acasti’s by-laws. The Company
thanks Dr. Roderick Carter for his board service and chairmanship
over the last 7 years, and Dr. William Haseltine for his board
service over the last year.
Appointment of Auditors
At the Meeting, KPMG LLP was reappointed as the
Company’s independent auditor for the ensuing year and the
directors of the Company were authorized to fix the auditor’s
remuneration.
Advisory Vote on the Compensation of
Named Executive Officers
At the Meeting, shareholders passed an advisory
(non-binding) resolution approving the compensation of Acasti’s
named executive officers.
Amendments to Acasti’s Stock Option Plan
and Equity Incentive Plan
In August 2022, the board of directors of Acasti
(the “Board”) approved amendments to the existing
limits of common shares reserved for issuance under the Company’s
equity incentive plan (the “Equity Incentive
Plan”) to set the total number of Common Shares reserved
for issuance pursuant to awards granted under the Equity Incentive
Plan to an aggregate number that shall not exceed 20% of the issued
and outstanding Common Shares as of July 28, 2022, representing
8,898,838 Common Shares, which limit shall include Common Shares
issuable pursuant to options issued under the Stock Option
Plan.
In August, 2022, the Board also approved
amendments to the existing limits of Common Shares reserved for
issuance under the Company’s stock option plan (the “Stock
Option Plan”), to increase the number of Common Shares
that may be issued upon the exercise of all options granted under
the plan from 10% of the issued and outstanding Common Shares from
time to time to 20% of the issued and outstanding Common Shares as
of July 28, 2022, representing 8,898,838 Common Shares, which
includes the 4,251,881 Common Shares currently reserved for
outstanding options under the Stock Option Plan and which limit
shall also include Common Shares issuable pursuant to any awards
issued under the Equity Incentive Plan.
At the Meeting, disinterested shareholders
approved the amendments described above to the Stock Option Plan
and the Equity Incentive Plan.
Final voting results on all matters voted at the
Meeting will be available on SEDAR at www.sedar.com and EDGAR at
www.sec.gov. New GHR and Audit Committee
Composition
Mr. John Canan, director, has been appointed as
member of the Governance & Human Resources Committee of the
Board, succeeding Dr. Roderick Carter. The Governance & Human
Resources Committee is now composed of Mr. Donald Olds, Chair, Mr.
Vimal Kavuru and Mr. John Canan.
Mr. Michael Derby, director, has been appointed
as member of the Audit Committee of the Board, succeeding Dr.
Roderick Carter. The Audit Committee is now composed of Mr. John
Canan, Chair, Mr. Donald Olds and Mr. Michael Derby.
Grant of Stock Options
An aggregate of 220,000 stock options were
granted to certain directors of the Company under the Company’s
Stock Option Plan. The stock options were granted by the Board of
Directors as part of the Company’s annual performance review in
accordance with the Company’s long-term incentive program (LTIP)
and upon the recommendation of the Company’s external compensation
consultant.
Subject to the terms and conditions of the Stock
Option Plan, options granted to directors will vest in equal
monthly installments over a period of 12 months. Each option will
entitle the holder to purchase one Common Share of Acasti at a
price of CDN$ 0.80 per share, until September 28, 2032.
About Acasti
Acasti is a late-stage, specialty pharma company
advancing three clinical stage drug candidates addressing rare and
orphan diseases. Acasti’s novel drug delivery technologies have the
potential to improve the performance of currently marketed drugs by
achieving faster onset of action, enhanced efficacy, reduced side
effects, and more convenient drug delivery—all which could help to
increase treatment compliance and improve patient outcomes.
Acasti’s three lead clinical assets have each
been granted Orphan Drug Designation by the FDA, which provides the
assets with seven years of marketing exclusivity post-launch in the
United States and have additional intellectual property protection
with over 40 granted and pending patents. Acasti’s lead clinical
assets target underserved orphan diseases: (i) GTX-104, an
intravenous infusion targeting Subarachnoid Hemorrhage (SAH), a
rare and life-threatening medical emergency in which bleeding
occurs over the surface of the brain in the subarachnoid space
between the brain and skull; (ii) GTX-102, an oral mucosal spray
targeting Ataxia-telangiectasia (A-T), a progressive,
neurodegenerative genetic disease that primarily affects children,
causing severe disability, and for which no treatment currently
exists; and (iii) GTX-101, a topical spray targeting Postherpetic
Neuralgia (PHN), a persistent and often debilitating neuropathic
pain caused by nerve damage from the varicella zoster virus
(shingles), which may persist for months and even years. For more
information, please visit: https://www.acastipharma.com/en.
Forward
Looking
Statements
Statements in this press release that are not
statements of historical or current fact constitute
“forward-looking statements” within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995, as amended, Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, and “forward-looking
information” within the meaning of Canadian securities laws
(collectively, “forward-looking statements”). Such forward looking
statements involve known and unknown risks, uncertainties, and
other unknown factors that could cause the actual results of Acasti
to be materially different from historical results or from any
future results expressed or implied by such forward-looking
statements. In addition to statements which explicitly describe
such risks and uncertainties, readers are urged to consider
statements containing the terms “believes,” “belief,” “expects,”
“intends,” “anticipates,” “estimates”, “potential,” “should,”
“may,” “will,” “plans,” “continue”, “targeted” or other similar
expressions to be uncertain and forward-looking. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this press
release.
The forward-looking statements in this press
release are based upon Acasti’s current expectations and involve
assumptions that may never materialize or may prove to be
incorrect. Actual results and the timing of events could differ
materially from those anticipated in such forward-looking
statements as a result of various risks and uncertainties,
including, without limitation: (i) the success and timing of
regulatory submissions of the planned Phase 3 safety study for
GTX-104 and Acasti’s other pre-clinical and clinical trials for
GTX-102 and GTX-101; (ii) regulatory requirements or developments
and the outcome of meetings with the FDA; (iii) changes to clinical
trial designs and regulatory pathways; (iv) legislative,
regulatory, political and economic developments; (v) actual costs
associated with Acasti’s clinical trials as compared to
management’s current expectations; and (vi) the effects of COVID-19
on clinical programs and business operations. The foregoing list of
important factors that could cause actual events to differ from
expectations should not be construed as exhaustive and should be
read in conjunction with statements that are included herein and
elsewhere, including the risk factors detailed in documents that
have been and may be filed by Acasti from time to time with the
Securities and Exchange Commission and Canadian securities
regulators. All forward-looking statements contained in this press
release speak only as of the date on which they were made.
Acasti undertakes no obligation to update such
statements to reflect events that occur or circumstances that exist
after the date on which they were made, except as required by
applicable securities laws. Neither NASDAQ, the TSXV nor its
Regulation Services Provider (as that term is defined in the
policies of the TSXV) accepts responsibility for the adequacy or
accuracy of this release.
For more information, please contact:
Acasti
Contact:
Jan D’AlviseChief Executive OfficerTel: 450-686-4555Email:
info@acastipharma.com www.acastipharma.com
Investor
Relations:
Robert BlumLytham Partners, LLCTel:
602-889-9700ACST@lythampartners.com
Acasti Pharma (TSXV:ACST)
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