- The General Meeting approved the
contribution in kind of the BIOVERTIS (parent company of
MORPHOCHEM) shares and options and the issuance of new shares in
payment.
- DEINOVE integrates into its pipeline
a candidate antibiotic ready to enter phase II and intends to
respond to a major health emergency.
- The contributors hold 4.06% of
DEINOVE's capital after the transaction.
- TVM Capital GmbH has been appointed
as a member of DEINOVE' Board of Directors.
Regulatory News:
DEINOVE (Euronext Growth Paris: ALDEI), a biotechnology company
that discovers, develops and produces high value-added compounds
from rare bacteria, announces the results of its ordinary and
extraordinary Annual General Meeting.
The DEINOVE shareholders met today at the Annual General Meeting
and adopted in particular the following resolutions:
- Approval of the annual and consolidated
financial statements, expenses and charges (Art. 39-4 of the French
General Tax Code), regulated agreements and allocation of income
for the year ended December 31, 2017 (resolutions 1 to 5);
- Authorization granted to the Board of
Directors for the purchase by the Company of its own shares
(Resolution 6) and, in accordance with one of the objectives
referred to in Resolution 6, authorization given to the Board of
Directors to reduce the share capital of the Company by canceling
shares (resolution 17);
- Renewal of the delegations of authority
conferred to the Board of Directors, for the purpose of deciding
the issuance of shares and / or securities giving immediate or
future access to the capital or giving entitlement to a debt
security (resolutions 10 to 16);
- Ratification of the modification
decided by the Board of Directors on March 27, 2018 of the terms of
the business creator shares (BSPCE) and warrants (BSA) (resolution
18).
Approval of the acquisition of
BIOVERTIS and its subsidiary MORPHOCHEM through the issuance of new
shares
Called to decide on the acquisition of the Austrian company
BIOVERTIS, via a contribution in kind paid for by the issuance of
new shares1 (resolutions 7 to 9); the shareholders largely approved
this transaction. DEINOVE therefore acquires the entire2
share capital of the Austrian company Biovertis AG ("BIOVERTIS"),
which itself owns the entire capital of the German company
Morphochem AG für kombinatorische Chemie ("MORPHOCHEM"). The latter
developed the antibiotic compound MCB3837, now in the clinical
phase and targeting the treatment of severe gastrointestinal
infections caused by Clostridium difficile, a pathogen classified
as a priority by the WHO and the CDC3.
In consideration for this contribution in kind, the
contributors, including two specialized investment funds managed by
TVM Capital, which hold 82.98% of the rights contributed, received
500 001 DEINOVE shares to which are attached 8 000 000
warrants.
The shareholders also approved the appointment of TVM Capital
GmbH, represented by Dr. Helmut Schühsler, as a new member of
DEINOVE's Board of Directors (resolution 19).
Emmanuel PETIOT, CEO of DEINOVE, stated: "The acquisition of
BIOVERTIS and MORPHOCHEM materializes the integration within our
portfolio of the compound MCB3837, which consolidates our position
in the antibiotic field. With this product, we have significantly
expanded our portfolio of antibiotic compounds in development with
a molecule already in the clinical phase and we intend to provide a
response to the therapeutic deadlock that is severe infections with
Clostridium difficile, causing several tens of thousands of deaths
each year. This acquisition also allows DEINOVE to materialize the
entry of a leading European venture capital player in the life
sciences sector, TVM Capital, which will support DEINOVE in its
next stages of development. We are very pleased that the
shareholders have largely approved this structuring deal for
DEINOVE."
ABOUT THE MCB3837
COMPOUND
Morphochem's compound, MCB3837, targets the treatment of severe
Clostridium difficile infections (CDI), gastrointestinal
infections, and is ready to move on to Phase II.
40% of patients have severe forms, with mortality rates as high
as 50%. Over the past 20 years, Clostridium difficile infections
have had a strong tendency to increase in incidence and severity,
particularly due to the development of new, hyper virulent strains,
some of which are resistant to existing antibiotics. The US Center
for Disease Control and Prevention recently identified CDI as one
of the leading causes of healthcare-associated infections, even
ahead of MRSA4. In 2011, about half a million Americans were
infected and more than 29 000 patients died within 30 days5 of
diagnosis.
The treatment of CDI represents a real therapeutic
challenge.
To date, no effective antibiotic treatment is available for
severe gastrointestinal infections because of the very nature of
the disease: oral treatments struggle to reach the intestine
because of the pathological state of the patient (reduced
gastrointestinal motility, intubation, intestinal perforation,
etc.), while current intravenous (IV) antibiotics do not penetrate
the gastrointestinal barrier and thus do not reach the infection
site.
MCB3837 is an antibiotic administered by intra-venous infusion
and able to cross the gastrointestinal barrier. It precisely
targets the infection site. Several Phase I trials (on a hundred
healthy volunteers) have shown a high concentration of the
antibiotic in stools, which is a strong marker of its presence in
the intestine. It has demonstrated an ability to eliminate
Clostridium difficile bacteria without destroying other
microorganisms of the gastrointestinal flora. It has also shown an
acceptable tolerance profile.
The next stage of development will be a Phase II clinical trial
on a small number of patients. Green light has already been given
by the FDA for the initiation of this study.
Furthermore, in 2016, MCB3837 was granted the QIPD designation
as well as Fast Track status from the US Food and Drug
Administration (“FDA”).
ABOUT TVM CAPITAL LIFE
SCIENCE
TVM Capital Life Science is a group of independent investment
advisories and fund managers for Venture Capital funds, investing
into innovative biotech, pharmaceutical, and medtech companies,
with teams based in Munich and Montreal. Since 1984, TVM Capital
Life Science has invested in more than 130 life science companies
in Europe, Canada and the United States, currently managing in
excess of €900 million from more than 50 investors.
Notably, TVM Capital Life Science was the Series A lead investor
in the following publicly listed companies with market
capitalizations that at some point were or still are greater than
€1 billion: Qiagen, Sequenom, Actelion, Intercell, Evotec and most
recently Colucid.
ABOUT DEINOVE
DEINOVE (Euronext Growth Paris: ALDEI) is a biotech company that
discovers, develops and produces high added-value compounds from
rare microorganisms for use in the fields of health, nutrition and
cosmetic markets. To do so, DEINOVE draws on two key assets:
- a unique library of 6,000 rare or
unexploited bacterial strains;
- a metabolic and fermentation
engineering platform capable of leveraging these natural
"micro-factories" to turn them into new industrial standards.
Based in Montpellier, DEINOVE employs approximately 55 employees
and has nearly 130 international patents. The Company has been
listed on Euronext Growth since April 2010.
_____________________________
1 See press release dated April 13, 2018.2 With the exception of
316 treasury shares.3 Center for Disease Control and Prevention:
https://www.cdc.gov/drugresistance/biggest_threats.html4
Methicillin-resistant Staphylococcus aureus (MRSA)5 Burden of
Clostridium difficile Infection in the United States - Fernanda C.
Lessa, The New England Journal of Medicine, 2015
View source
version on businesswire.com: https://www.businesswire.com/news/home/20180523006204/en/
Emmanuel PetiotChief Executive OfficerTel : +33 (0)4 48
19 01 28emmanuel.petiot@deinove.comorCoralie
MartinCommunication, Marketing and Investor RelationsTel : +33
(0)4 48 19 01 60coralie.martin@deinove.comorALIZE RP, Press
RelationsCaroline Carmagnol / Aurore GangloffTel : +33
(0)1 44 54 36 66deinove@alizerp.com