On November 25, 2022 Nordic Nanovector ASA (OSE: NANOV) ("Nordic Nanovector" or the "Company") reported that launched a new dedicated area on its website (www.nordicnanovector.com) with information in Norwegian for shareholders relating to its proposed merger with APIM Therapeutics ("APIM") (Press release, Nordic Nanovector, NOV 25, 2022, View Source [SID1234624429]).
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The new area includes a recording of the webcast and Question & Answer session, which was held for interested parties, including shareholders, on 24 November. During the webcast, shareholders were provided with a more-detailed presentation of the proposed merger with APIM and were given the opportunity to ask their specific questions regarding the merger plans.
Malene Brondberg, Interim CEO and CFO of Nordic Nanovector, says: "We are happy that so many shareholders attended the webcast we hosted yesterday, where we provided more background on the proposed merger with APIM Therapeutics. After a week of highly productive meetings between the Nordic Nanovector and APIM teams, our confidence in a merged company is even stronger than before. Our largest shareholder Folketrygdfondet confirms that it supports the Board’s proposal. We are certain that there is no better alternative, and we encourage all shareholders to vote in favour of the merger proposal."
The proposed merger, which is backed by the Boards of Directors of both companies, is the result of an extensive review conducted by Nordic Nanovector in conjunction with Carnegie Investment Bank ("Carnegie") that explored a range of strategic options for the Company. This review included carefully evaluating a potential stand-alone strategy for Nordic Nanovector, which was deemed not to be a viable option by the Board.
After evaluating 25 possible merger and acquisition opportunities, the Company determined that the merger transaction with APIM represents the best and most exciting opportunity for all of Nordic Nanovector’s shareholders given, among other things, the significant and broad potential of ATX-101, a novel anti-cancer peptide currently in Phase 2 trials. In addition, the combined company will have the discovery and development expertise to potentially generate multiple value-enhancing new drug candidates from its technology platforms.
How to register for the general meeting
Shareholders wishing to attend the general meeting must register no later than 29 November 2022 at 16:00 hours (CET). Shareholders can attend in person, by proxy or by casting advance votes. The deadline is the same for proxies and advance votes as personal attendance. Until the deadline, votes already cast may be changed or withdrawn.
Electronic registration of attendance, proxies and advance voting is easily available through the link posted at the Company’s website: www.nordicnanovector.com. An individual ref. no. and PIN-code required to access the service have been sent to all shareholders with known address.
Registration of personal attendance and proxies can also be made by mail to Nordea Bank Abp, Norwegian branch, Issuer Services, P.O. Box 1166 Sentrum, N-0107 Oslo, Norway, or e-mail to: [email protected] within the deadline. No ref. no. and PIN-code is required for registration by mail or e-mail.
The form of registration of attendance (in person or by proxy) is attached with the notice as made available on Nordic Nanovector’s website and on the company’s ticker on newsweb.no
Advisers
Carnegie Investment Bank is acting as financial advisor to Nordic Nanovector. Advokatfirmaet Selmer AS is acting as legal advisor to Nordic Nanovector and KPMG AS assisted Nordic Nanovector with financial due diligence and a fairness opinion of the exchange ratio.
Advokatfirmaet Schjødt AS is acting as legal advisor to APIM. The valuation of APIM Therapeutics was conducted by Venture Valuation AG, which has now agreed to be identified.