Notice of General Meeting
Amryt seeking shareholder approval for share buybacks and routine matters
DUBLIN, Ireland, and Boston MA, February 1, 2022, Amryt Pharma plc (Nasdaq: AMYT), a global, commercial-stage biopharmaceutical company dedicated to acquiring, developing and commercializing novel treatments for rare diseases (the “Company” or “Amryt”), announces that a notice of general meeting will be posted to shareholders of the Company (“Shareholders”) in the coming days (the “General Meeting”). This General Meeting will be held at the Company’s headquarters at 45 Mespil Road, Dublin 4, Ireland at 2:00 p.m. GMT (9:00 a.m. EST) on March 2, 2022.
Copies of the notice for the General Meeting, when posted, will also be available on the Company's website, www.amrytpharma.com.
The General Meeting is being convened to deal with several routine matters that require approval from Shareholders. The General Meeting is not an annual general meeting and the annual general meeting for the Company for 2022 will be held later in the year.
The resolutions to be proposed at the General Meeting include a resolution that would allow the Company to make repurchases of its own shares in accordance with the procedures under the Companies Act 2006 for “off-market purchases”. If this resolution is passed, the Board may approve the repurchase of the Company’s ordinary shares (including ordinary shares represented by American Depositary Shares). The Board will exercise this power only when, in light of market conditions prevailing at the time, it believes that the effect of such purchases will be in the best interests and to the corporate benefit of Shareholders generally. The Board considers it to be desirable for this general authority to be available to provide flexibility in the management of the Company’s capital resources. Passing of this resolution is not an approval of the amount or timing of any repurchase activity. There can be no assurance as to whether the Company will repurchase any of its ordinary shares or as to the amount of any such repurchases or the prices at which such repurchases may be made.
The health and welfare of our Shareholders and colleagues is our priority in making arrangements for the General Meeting. Therefore, in planning the General Meeting, we have been mindful above all of the need to ensure a COVID-secure meeting with appropriate social distancing for any Shareholders who might wish, subject to the UK and Irish Governments’ ongoing guidance on public gatherings relating to the COVID-19 pandemic, to attend the General Meeting in person. The Company continues to closely monitor the evolving situation in respect of COVID-19.
The General Meeting will take place at the time, date and venue stated above. Shareholders are strongly encouraged to vote in advance of the General Meeting by appointing the Chairman of the General Meeting as their proxy. This means that the Chairman of the General Meeting will be able to vote on their behalf, and in accordance with their instructions, at the General Meeting.
We will continue to monitor developments, including the latest UK and Irish Governments’ measures relating to COVID-19, and in the event that the General Meeting arrangements change, the Company will issue an announcement via our website at www.amrytpharma.com. Shareholders should therefore continue to monitor the Company’s website for any update.
To support engagement with our Shareholders, the Company intends to provide a telephone facility to allow Shareholders to listen to the formal business of the General Meeting. Any such Shareholder participation via the telephone facility will not constitute formal attendance at the General Meeting, and Shareholders will not be able to vote on any resolutions via the telephone facility.
The dial-in numbers for Shareholders (or their duly appointed proxies or corporate representatives) to access the telephone facility are as follows:
(Passcode: 4345819)
- Ireland: +353 (0) 1 506 0626;
- UK: +44 (0) 203 009 5709 and
- US: +1 646 787 1226.
Please note that if you appoint any person other than the Chairman of the General Meeting as your proxy, that person will need to attend the General Meeting in person to cast your vote as directed. Such person will not be deemed to have attended the General Meeting in person by dialling into the telephone facility.
The Company also encourages Shareholders to submit questions to, or raise matters of concern in relation to the formal business of the General Meeting with, the Board by email to ir@amrytpharma.com, to arrive by no later than 2:00 p.m. GMT on February 25, 2022. Please include your full name and contact details. The Company will endeavour to answer any questions received by Shareholders by the time specified above during the General Meeting.
About Amryt
Amryt is a global commercial-stage biopharmaceutical company focused on acquiring, developing and commercializing innovative treatments to help improve the lives of patients with rare and orphan diseases. Amryt comprises a strong and growing portfolio of commercial and development assets.
Amryt’s commercial business comprises three orphan disease products – metreleptin (Myalept®/ Myalepta®); oral octreotide (Mycapssa®); and lomitapide (Juxtapid®/ Lojuxta®).
Myalept®/Myalepta® (metreleptin) is approved in the US (under the trade name Myalept®) as an adjunct to diet as replacement therapy to treat the complications of leptin deficiency in patients with congenital or acquired generalized lipodystrophy (GL) and in the EU (under the trade name Myalepta®) as an adjunct to diet for the treatment of leptin deficiency in patients with congenital or acquired GL in adults and children two years of age and above and familial or acquired partial lipodystrophy (PL) in adults and children 12 years of age and above for whom standard treatments have failed to achieve adequate metabolic control. For additional information, please follow this link.
Mycapssa® (oral octreotide) is approved in the US for long-term maintenance therapy in acromegaly patients who have responded to and tolerated treatment with octreotide or lanreotide. Mycapssa® is the first and only oral somatostatin analog approved by the FDA. Mycapssa® has also been submitted to the EMA and is not yet approved in Europe. For additional information, please follow this link.
Juxtapid®/Lojuxta® (lomitapide) is approved as an adjunct to a low-fat diet and other lipid-lowering medicinal products for adults with the rare cholesterol disorder, Homozygous Familial Hypercholesterolaemia ("HoFH") in the US, Canada, Colombia, Argentina and Japan (under the trade name Juxtapid®) and in the EU, Israel, Saudi Arabia and Brazil (under the trade name Lojuxta®). For additional information, please follow this link.
Amryt's lead development candidate, Oleogel-S10 (Filsuvez®) is a potential treatment for the cutaneous manifestations of Junctional and Dystrophic Epidermolysis Bullosa (EB), a rare and distressing genetic skin disorder affecting young children and adults for which there is currently no approved treatment. Filsuvez® has been selected as the brand name for Oleogel-S10. The product does not currently have regulatory approval to treat EB and is under review by the FDA and EMA.
Amryt’s pre-clinical gene therapy candidate, AP103, offers a potential treatment for patients with Dystrophic EB, and the polymer-based delivery platform has the potential to be developed for the treatment of other genetic disorders.
Amryt also intends to develop oral medications that are currently only available as injectable therapies through its Transient Permeability Enhancer (TPE®) technology platform. For more information on Amryt, including products, please visit www.amrytpharma.com.
Forward-Looking Statements
This announcement may contain forward-looking statements and the words "expect", "anticipate", "intends", "plan", "estimate", "aim", "forecast", "project" and similar expressions (or their negative) identify certain of these forward-looking statements. The forward-looking statements in this announcement are based on numerous assumptions and Amryt's present and future business strategies and the environment in which Amryt expects to operate in the future. Forward-looking statements involve inherent known and unknown risks, uncertainties and contingencies because they relate to events and depend on circumstances that may or may not occur in the future and may cause the actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. These statements are not guarantees of future performance or the ability to identify and consummate investments. Many of these risks and uncertainties relate to factors that are beyond Amryt's ability to control or estimate precisely, such as future market conditions, the course of the COVID-19 pandemic, currency fluctuations, the behaviour of other market participants, the outcome of clinical trials, the actions of regulators and other factors such as Amryt's ability to obtain financing, changes in the political, social and regulatory framework in which Amryt operates or in economic, technological or consumer trends or conditions. Past performance should not be taken as an indication or guarantee of future results, and no representation or warranty, express or implied, is made regarding future performance. No person is under any obligation to update or keep current the information contained in this announcement or to provide the recipient of it with access to any additional relevant information that may arise in connection with it. Such forward-looking statements reflect the Company’s current beliefs and assumptions and are based on information currently available to management.
Contacts
Joe Wiley, CEO / Rory Nealon, CFO/COO, +353 (1) 518 0200, ir@amrytpharma.com
Tim McCarthy, LifeSci Advisors, LLC, +1 (212) 915 2564, tim@lifesciadvisors.com
