Regulatory News:

THERADIAG (Paris:ALTER) (ISIN: FR0004197747, Ticker: ALTER), a company specializing in theranostics and in vitro diagnostics, announces the voting results of its Annual Ordinary and Extraordinary General Meeting, held on May 16th, 2019 at the offices of Fieldfisher Paris, 48 rue Cambon, 75001 Paris.

Following (i) the change in the company’s Governance (Bertrand de Castelnau’s appointment as CEO as of 21st January 2019), (ii) the end of the legal dispute with HOB Biotech, and (iii) the recent signature of new agreements and partnerships, it was all the more important for Theradiag to gather its shareholders, both institutional and private, at this major event that is its Annual General Meeting.

In this context, on May 16th, the number of shares held by shareholders being present or represented at the Meeting was 2,586,053, hence a quorum of 30.18%.

All resolutions of the Ordinary General Meeting were adopted. Regarding the Extraordinary General Meeting, four out of twelve resolutions were adopted.

Bertrand de Castelnau’s cooptation as a Board member was ratified and his mandate was then renewed for a period of three years.

Pierre Morgon, Theradiag's Board of Directors’ Chairman, said: "I would like to sincerely thank all of our shareholders who got involved in this General Meeting - by attending in person or by voting by post or by proxy. The quality of the debate was constructive and allowed us to get a direct feedback on the strategy we committed to implement in the last few months. Regarding our presence in the United States and the recent contract signed, we clarified during this General Meeting that the transfer of our activities to this new partner would be done gradually. This transfer will therefore allow us to build on the foundations we already have on this market.”

“We will continue to capitalize on our full range of biotherapy monitoring tests, accelerate the automation of theranostics and strengthen Theradiag's internationalization, in order to create the conditions for an increased improvement in our profitability. Confidence in our new management team is confirmed, our priorities of development are clear and the first achievements of 2019 are encouraging. Our progress is in line with the plan we have set." added Bertrand de Castelnau, Theradiag's Chief Executive Officer.

Following this General Meeting, the composition of the Board of Directors is now as follows:

  • Pierre Morgon, Chairman of the Board
  • Bertrand de Castelnau, Board member
  • Sylvie Bratel, Independent Board member
  • Vincent Fert, Board member
  • John Li, Board member

The results of the votes of Theradiag’s shareholders at this General Meeting were as follows:

    Resolution n°   Resolutions   N° of votes FOR   N° of abstentions   N° of votes AGAINST   Votes   %   Result of the vote
Ordinary General Meeting   1   Approval of financial statements   3,449,827   0   21.000   For   99.39%   Adopted
                    Against   0.61%    
2 Approval of consolidated accounts 3,446,297 0 24.530 For   99.29%   Adopted
                    Against   0.71%    
3 Approval of expenses and liabilities (art. 39 CGI) 3,442,947 0 27.880 For   99.20%   Adopted
                    Against   0.80%    
4 Allocation of 2018 annual income 3,449,827 0 21.000 For   99.39%   Adopted
                    Against   0.61%    
5 Approval of regulated agreements 3,449,827 0 21.000 For   99.39%   Adopted
                    Against   0.61%    
6 Ratification of the cooptation of Mr. Bertrand DE CASTELNAU as a Board member 3,449,827 0 21.000 For   99.39%   Adopted
                    Against   0.61%    
7 Renewal of Mr. Bertrand DE CASTELNAU's mandate as a Board member 3,273,425 0 197.362 For   94.31%   Adopted
                    Against   5.69%    
8 Setting of Board members' attendance fees 2,655,939 1.173 813.715 For   76.52%   Adopted
  Abstention   0.03%    
                    Against   23.44%    
9 Share buyback 3,430,184 713 39.930 For   98.83%   Adopted
  Abstention   0.02%    
                      Against   1.15%    
Extraordinary General Meeting 10 Capital increase with pre-emptive subscription rights 3,434,874 713 35.240 For   98.96%   Adopted
  Abstention   0.02%    
                    Against   1.02%    
11 Capital increase without pre-emptive subscription rights via a public offering 1,381,506 0 2,089,321 For   39.80%   Rejected
          Against   60.20%    
12 Capital increase without pre-emptive subscription rights via a private placement 1,381,506 0 2,089,321 For   39.80%   Rejected
                    Against   60.20%    
13 Capital increase without pre-emptive subscription rights for certain categories of beneficiaries 1,381,950 0 2,088,877 For   39.82%   Rejected
                    Against   60.18%    
14 Increase in the number of shares by virtue of the 4 previous resolutions 1,596,791 32.413 1,841,623 For   46.01%   Rejected
  Abstention   0.93%    
                    Against   53.06%    
15 Common share warrants issue 1,795,309 0 1,675,518 For   51.73%   Rejected
                    Against   48.27%    
16 Free share allotment 1,833,968 0 1,636,859 For   52.84%   Rejected
                    Against   47.16%    
17 Capital increase reserved for employees 405.987 0 3,064,840 For   11.70%   Rejected
                    Against   88.30%    
18 Setting of the global threshold 1,914,012 713 1,556,102 For   55.15%   Rejected
  Abstention   0.02%    
          Against   44.83%    
19 Reduction of the share capital via the cancellation of shares 3,388,264 0 82.563 For   97.62%   Adopted
                    Against   2.38%    
20 Amendment of the Articles of Association - compliance with legislative and regulatory changes 3,446,297 0 24.530 For   99.29%   Adopted
                    Against   0.71%    
21   Powers to carry out formalities   3,446,297   0   24.530   For   99.29%   Adopted
                      Against   0.71%    

Next financial press release

Half-yearly sales 2019, Thursday 25 July 2019, after market close

About Theradiag

Capitalizing on its expertise in the distribution, development and manufacturing of in vitro diagnostic tests, Theradiag innovates and develops theranostics tests (combining treatment and diagnosis) that measure the efficiency of biotherapies in the treatment of autoimmune diseases and cancer. Theradiag is thus participating in the development of customized treatment, which favors the individualization of treatments, the evaluation of their efficacy and the prevention of drug resistance. Theradiag notably markets the Lisa Tracker® range (CE marked), which is a comprehensive multiparameter theranostic solution for patients with autoimmune diseases treated with biotherapies. The Company is based in Marne-la-Vallée, near Paris, and has over 60 employees.

For more information about Theradiag, please visit our website: www.theradiag.com