Galena Will Adjourn Special Meeting until Friday, December 29, 2017, Urges Stockholders to Vote
December 14 2017 - 5:03PM
Galena Biopharma, Inc. (NASDAQ:GALE), (“
Galena”)
announced today that its special meeting of stockholders
(“
Special Meeting”), scheduled for December 15,
2017, will be convened and adjourned, without any business being
conducted, in order to allow sufficient time for stockholders to
vote based upon a change in information regarding the discretionary
authority of brokers to vote shares on Proposal 3 (the Reverse
Stock Split Proposal) as described below. The Special Meeting will
be adjourned to 9:00 a.m. local time on Friday, December 29, 2017,
at the offices of Paul Hastings LLP, 200 Park Avenue, New York, New
York 10166, to allow additional time for stockholders to vote on
the proposals set forth in Galena’s proxy
statement/prospectus/consent solicitation statement dated November
6, 2017 and filed with the Securities and Exchange Commission
(“
SEC”) pursuant to Rule 424(b)(3) on November 8,
2017 (the “
Proxy Statement/Prospectus/Consent Solicitation
Statement”), including approval of the matters necessary
to complete a business combination transaction in which the
businesses of Galena and SELLAS Life Sciences Group Ltd, will be
combined (the “
Merger”). The Proxy
Statement/Prospectus/Consent Solicitation Statement was previously
supplemented by a supplement dated November 29, 2017 and filed with
the SEC pursuant to Rule 424(b)(3) on November 30, 2017.
A second supplement to the Proxy Statement/Prospectus/Consent
Solicitation Statement is expected to be mailed on or about
December 18, 2017 to provide stockholders as of the record date of
the Special Meeting with recent information Galena has learned
about the discretionary authority of brokers to vote shares on
Proposal No. 3 (the Reverse Stock Split Proposal). In the Proxy
Statement/Prospectus/Consent Solicitation Statement, Galena stated
that under the rules of the New York Stock Exchange (the
“NYSE”), none of the proposals to be voted on at
the Special Meeting are “routine” matters. However, following
recent discussions with the NYSE, Galena has determined that
Proposal No. 3 (the Reverse Stock Split Proposal) is considered to
be a “routine” matter. Therefore, Galena is supplementing
the Proxy Statement/Prospectus/Consent Solicitation Statement to
clarify that Proposal No. 3 (the Reverse Stock Split Proposal) is a
“routine” matter and that, as such, a broker will have discretion
to vote on Proposal No. 3 (the Reverse Stock Split Proposal) even
if the broker has received no voting instructions from its clients
with respect to such proposal.
YOUR PARTICIPATION IS IMPORTANT—PLEASE
VOTE TODAY!
The record date for the Special Meeting remains November 7,
2017. Stockholders who have previously submitted their proxy or
otherwise voted and who do not want to change their vote need not
take any action. Galena stockholders as of the November 7, 2017
record date can vote, even if they have subsequently sold their
shares. If you have already voted or given your proxy and
wish to change your vote, please follow the procedures specified in
the Proxy Statement/Prospectus/Consent Solicitation Statement.
If you would like additional copies, without charge, of the
Proxy Statement/Prospectus/Consent Solicitation Statement or the
supplements thereto or if you have questions about the Merger,
including the procedures for voting your shares, you should contact
Galena’s proxy solicitor:
MacKenzie Partners, Inc.105
Madison AvenueNew York, New York 10016(212) 929-5500 (Call
Collect)orCall Toll-Free (800) 322-2885Email:
proxy@mackenziepartners.com
Additional Information about the Merger involving Galena
Biopharma, Inc. and SELLAS Life Sciences Group Ltd and Where to
Find It
In connection with the Merger, Galena and SELLAS have filed
relevant materials with the Securities and Exchange Commission, or
the SEC, including the Proxy Statement/Prospectus/Consent
Solicitation Statement. Galena and SELLAS have mailed the Proxy
Statement/Prospectus/Consent Solicitation Statement to their
respective stockholders. Investors and stockholders of
Galena and SELLAS are urged to read the Proxy
Statement/Prospectus/Consent Solicitation Statement and the
supplements thereto because they contain important information
about Galena, SELLAS and the Merger. The Proxy
Statement/Prospectus/Consent Solicitation Statement, other relevant
materials and any other documents filed by Galena with the SEC
(when they become available), may be obtained free of charge at the
SEC’s web site at www.sec.gov. In addition, copies of the documents
filed with the SEC by Galena will be available free of charge on
Galena’s website at www.galenabiopharma.com (under
“Investors”—“Financials”) or by directing a written request to:
Galena Biopharma, Inc., 2000 Crow Canyon Place, Suite 380, San
Ramon, CA 94583, Attention: Investor Relations or by email to:
ir@galenabiopharma.com. Investors and stockholders are urged to
read the final proxy statement/prospectus/consent solicitation
statement and the other relevant materials when they become
available before making any voting or investment decision with
respect to the Merger.
Contact:
Remy Bernarda SVP, Investor Relations & Corporate
Communications (925) 498-7709 ir@galenabiopharma.com
Source: Galena Biopharma, Inc.
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