The Company expects to file articles of amendment to effect the Reverse Stock Split on
As a result of the Reverse Stock Split, every 15 Common Shares issued and outstanding will be automatically reclassified into one new Common Share. The Reverse Stock Split will not modify any rights or preferences of the Common Shares. Proportionate adjustments will be made, as applicable, to the exercise prices and the number of Common Shares underlying Aptose’s outstanding equity awards, as well as to the number of Common Shares issuable under Aptose’s equity incentive plans and certain existing agreements. The Common Shares issued pursuant to the Reverse Stock Split will remain fully paid and non-assessable.
There are currently 93,961,581 Common Shares issued and outstanding, and it is expected that there will be 6,264,105 Common Shares issued and outstanding following the Reverse Stock Split, subject to rounding down to the nearest whole Common Share for any fractional shares. No fractional shares will be issued as a result of the Reverse Stock Split and shareholders will not receive any compensation in lieu thereof.
Computershare Investor Services Inc. (“Computershare”), Aptose’s transfer agent, is acting as the exchange agent for the Reverse Stock Split. Registered shareholders holding share certificates will be mailed a letter of transmittal advising of the Reverse Stock Split and instructing them to surrender their share certificates representing pre-Reverse Stock Split Common Share certificates for replacement certificates or direct registration advice representing their post-Reverse Stock Split Common Shares. Following the effective date of the Reverse Stock Split, each share certificate formerly representing pre-Reverse Stock Split Common Shares will be deemed to represent the number of whole post-Reverse Stock Split Common Shares to which the holder is entitled as a result of the Reverse Stock Split until surrendered for exchange.
Holders of Common Shares who hold uncertificated Common Shares (that is Common Shares held in book-entry form and not represented by a physical share certificate), either as registered holders or beneficial owners, will have their existing book-entry account(s) electronically adjusted by the Company’s transfer agent or, for beneficial shareholders, by their brokerage firms, banks, trusts or other nominees that hold in street name for their benefit. Such holders do not need to take any additional actions to exchange their pre-Reverse Stock Split Common Shares for post-Reverse Stock Split Common Shares.
Beneficial shareholders holding their Common Shares through a bank, broker or other nominee should note that such banks, brokers or other nominees may have different procedures for processing the Reverse Stock Split than those that have been put in place by the Company for registered shareholders. If you hold your Common Shares with such a bank, broker or other nominee, and if you have questions in this regard, you are encouraged to contact your nominee.
The new CUSIP number for the Common Shares following the Reverse Stock Split will be 03835T309.
Shareholders’ Meeting Results
A total of 44.19% of the issued and outstanding Common Shares as of the record date were represented by shareholders present or represented by proxy at the Meeting.
The Company is also pleased to announce that all the nominees listed in the Proxy Statement were elected as Directors. The number of Common Shares voted “for” each director nominee, out of the 22,493,282 Common Shares voted with respect to the election of Directors, is detailed below:
Nominee | Votes For | |
Ms. | 20,399,773 | |
Dr. | 20,214,219 | |
Dr. | 20,485,136 | |
Dr. | 14,862,859 | |
Dr. | 20,417,576 | |
Mr. | 20,482,405 | |
Dr. | 20,498,713 | |
Aptose shareholders also voted in favor of the following matters:
- the re-appointment of
KPMG LLP as the independent registered public accounting firm of the Company - a resolution to approve an amendment to Aptose’s 2021 Stock Incentive Plan to increase the number of Common Shares available thereunder by 1,027,758 Common Shares
- a resolution to approve an adjournments proposal
- a non-binding resolution to approve of the compensation paid to Aptose’s named executive officers
Please refer to Proxy Statement available on SEDAR at www.sedar.com or EDGAR https://www.sec.gov/edgar.shtml for more details on the matters covered at the Meeting. Final voting results on all matters voted on at the Meeting will also be filed on SEDAR and EDGAR. All information is presented on a pre-Reverse Stock Split basis.
About Aptose
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Canadian and
Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled "Risk Factors" in our filings with Canadian securities regulators and the
For further information, please contact: | ||
Investor Relations | 617-430-7576 | |
201-923-2049 | Daniel@LifeSciAdvisors.com | |
spietropaolo@aptose.com |
Source:
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