Auris Medical to Redomicile Holding Company from Switzerland to Bermuda
29 Janeiro 2019 - 10:31AM
- Move to Bermuda will enhance corporate flexibility, reduce
costs and provide better alignment with U.S. corporate law
- Subject to approval by extraordinary general meeting of
shareholders
Zug, Switzerland, January 29, 2019 - Auris
Medical Holding AG (NASDAQ: EARS), a clinical-stage company
dedicated to developing therapeutics that address important unmet
medical needs in neurotology and central nervous system disorders,
today announced its intention to relocate the Company's domicile
from Zug, Switzerland to Hamilton, Bermuda. With the
redomiciliation, the Company expects to gain more corporate
flexibility, achieve cost savings and operate under a jurisdiction
that is more familiar to U.S. investors. The move and related
decisions will be subject to shareholder approval.
"We strongly believe the proposed move to
Bermuda is in the best interest of our shareholders," commented
Thomas Meyer, Auris Medical's founder, Chairman and CEO. "On
various occasions we have found Swiss corporate law to be overly
restrictive, especially with regard to corporate transactions,
which has resulted in substantial direct and indirect costs to the
Company. In addition, some particularities of Swiss corporate law
have frequently generated confusion among U.S. investors. By
relocating our corporate seat to Bermuda, we will be able to
address these issues effectively and be better positioned to create
value for all of our shareholders."
The Company's operating company, Auris Medical
AG, will remain unaffected by the redomiciliation of the holding
company and continue its activities in Basel, Switzerland. The
Company has filed the proposed redomiciliation under a registration
statement on Form F-4 with the Securities and Exchange Commission
(SEC). Upon effectiveness of the Form F-4, the Company's Board of
Directors plans to call an extraordinary general meeting of
shareholders to approve the proposed redomiciliation, a memorandum
of continuance and new bye-laws under Bermuda law. The Company
expects the extraordinary general meeting to take place in the
second half of March and the redomiciliation, subject to
shareholder approval, to become effective right thereafter.
About Auris Medical
Auris Medical is a Swiss biopharmaceutical
company dedicated to developing therapeutics that address important
unmet medical needs in neurotology and mental health supportive
care. The company is focused on the development of intranasal
betahistine for the treatment of vertigo (AM-125) and for the
prevention of antipsychotic-induced weight gain and somnolence
(AM-201). These projects have gone through two Phase 1 trials and
will move into proof-of-concept studies in 2019. In addition Auris
Medical has two Phase 3 programs under development: Sonsuvi®
(AM-111) for acute inner ear hearing loss and Keyzilen® (AM-101)
for acute inner ear tinnitus. The Company was founded in 2003 and
is headquartered in Zug, Switzerland. The shares of Auris Medical
Holding AG trade on the NASDAQ Capital Market under the symbol
"EARS."
Forward-looking Statements
This press release may contain statements that
constitute "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements are
statements other than historical facts and may include statements
that address future operating, financial or business performance or
Auris Medical's strategies or expectations. In some cases, you can
identify these statements by forward-looking words such as "may",
"might", "will", "should", "expects", "plans", "anticipates",
"believes", "estimates", "predicts", "projects", "potential",
"outlook" or "continue", or the negative of these terms or other
comparable terminology. Forward-looking statements are based on
management's current expectations and beliefs and involve
significant risks and uncertainties that could cause actual
results, developments and business decisions to differ materially
from those contemplated by these statements. These risks and
uncertainties include, but are not limited to, Auris Medical's need
for and ability to raise substantial additional funding to continue
the development of its product candidates, the ability to pursue
strategic partnering and non-dilutive funding for its Phase 3
programs, the results of Auris Medical's review of strategic
options and the outcome of any action taken as a result of such
review, the timing and conduct of clinical trials of Auris
Medical's product candidates, the clinical utility of Auris
Medical's product candidates, the timing or likelihood of
regulatory filings and approvals, Auris Medical's intellectual
property position and Auris Medical's financial position, including
the impact of any future acquisitions, dispositions, partnerships,
license transactions or changes to Auris Medical's capital
structure, including future securities offerings. These risks and
uncertainties also include, but are not limited to, those described
under the caption "Risk Factors" in Auris Medical's Annual Report
on Form 20-F for the year ended December 31, 2017, and in Auris
Medical's other filings with the SEC, which are available free of
charge on the Securities Exchange Commission's website at:
www.sec.gov. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those indicated. All
forward-looking statements and all subsequent written and oral
forward-looking statements attributable to Auris Medical or to
persons acting on behalf of Auris Medical are expressly qualified
in their entirety by reference to these risks and uncertainties.
You should not place undue reliance on forward-looking statements.
Forward-looking statements speak only as of the date they are made,
and Auris Medical does not undertake any obligation to update them
in light of new information, future developments or otherwise,
except as may be required under applicable law.
Investor contact: Joseph Green / Andrew GibsonEdison
Advisors for Auris Medical646-653-7030 / 7719jgreen@edisongroup.com
/ agibson@edisongroup.com
Or
investors@aurismedical.com
Auris Medical (NASDAQ:EARS)
Gráfico Histórico do Ativo
De Mar 2024 até Abr 2024
Auris Medical (NASDAQ:EARS)
Gráfico Histórico do Ativo
De Abr 2023 até Abr 2024