Regulated information – Inside information
28 April 2020, 7:30 a.m. CEST
IRVINE, CA, and HERSTAL, BELGIUM – 27 April 2020 – MDxHealth SA (Euronext Brussels: MDXH) (the “Company” or “MDxHealth“) a commercial-stage innovative molecular diagnostics company, today invites the holders of securities issued by the Company to its annual and extraordinary general shareholders’ meetings that will be held on Thursday 28 May 2020 at 10:00 a.m., Belgian time.
The items on the agenda of the annual and extraordinary general shareholders’ meetings include the proposed approval of a number of resolutions relating to the financial year ended on 31 December 2019, as well as the renewal of the authorisation to the board of directors to increase the share capital within the framework of the authorised capital and the adoption of an amended and restated version of the articles of associations in accordance with the provisions of the Belgian Companies and Associations Code and reflecting some technical changes.
Exceptionally, and in accordance with the Belgian Royal Decree no. 4 of 9 April 2020 on miscellaneous provisions relating to co-ownership and corporate and association law in the context of the fight against the COVID-19 pandemic, the board of directors of the Company has decided to hold the annual and extraordinary general shareholders’ meetings behind closed doors without the physical presence of the holders of securities of the Company and their representatives. As a result, the shareholders of the Company can exercise their voting rights only by voting by mail or by means of a written proxy to the chairman of the board of directors. Furthermore, holders of securities of the Company can only exercise their right to ask questions related to the items on the respective agendas of the annual and extraordinary general shareholders’ meetings by means of written questions prior to the respective meetings. For more information, please see the convening notice.
In order to participate to the annual and extraordinary general shareholders’ meetings of the Company, the holders of securities issued by the Company must comply with Article 7:134, §2, first indent of the Belgian Companies and Associations Code and the articles of association of the Company, and fulfill the formalities described in the convening notice. The convening notice, forms and other documents relating to the annual and extraordinary general shareholders’ meetings can be consulted on the Company’s website.
As postal services may be disrupted due to the COVID-19 pandemic and as the deadline for the submission of voting by mail forms, proxies and written questions is a Sunday during which there is usually no ordinary postal service, the Company recommends the holders of its securities to use e-mail for all communication with the Company regarding the general shareholders’ meetings. The Company’s email address for such communication is: firstname.lastname@example.org.
MDxHealth is a multinational healthcare company that provides actionable molecular diagnostic information to personalize the diagnosis and treatment of cancer. The Company’s tests are based on proprietary genetic, epigenetic (methylation) and other molecular technologies and assist physicians with the diagnosis of urologic cancers, prognosis of recurrence risk, and prediction of response to a specific therapy. The Company’s European headquarters are in Herstal, Belgium, with laboratory operations in Nijmegen, The Netherlands, and US headquarters and laboratory operations based in Irvine, California. For more information, visit mdxhealth.com and follow us on social media at: twitter.com/mdxhealth, facebook.com/mdxhealth and linkedin.com/company/mdxhealth.
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The MDxHealth logo, MDxHealth, ConfirmMDx and SelectMDx are trademarks or registered trademarks of MDxHealth SA (the “Company” or “MDxHealth”). All other trademarks and service marks are the property of their respective owners.
This press release contains forward-looking statements and estimates with respect to the anticipated future performance of MDxHealth and the market in which it operates. Such statements and estimates are based on assumptions and assessments of known and unknown risks, uncertainties and other factors, which were deemed reasonable but may not prove to be correct. Actual events are difficult to predict, may depend upon factors that are beyond the Company’s control, and may turn out to be materially different. MDxHealth expressly disclaims any obligation to update any such forward-looking statements in this release to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based unless required by law or regulation.
This press release does not constitute an offer or invitation for the sale or purchase of securities or assets of MDxHealth in any jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended from time to time (the “U.S. Securities Act”), and the securities may not be offered or sold in the United States (as defined in Regulation S under the U.S. Securities Act) unless these securities are registered under the U.S. Securities Act, or an exemption from the registration requirements of the U.S. Securities Act is available. The Company and its affiliates have not registered, and do not intend to register, any portion of the securities concerned in the United States, and do not intend to conduct a public offering of securities in the United States.