Polyphor publishes invitation to Extraordinary General Meeting and announces financial results for the first half 2021

Polyphor AG / Key word(s): Half Year Results/AGMEGM

27-Sep-2021 / 07:30 CET/CEST
Release of an ad hoc announcement pursuant to Art. 53 LR
The issuer is solely responsible for the content of this announcement.

Allschwil, Switzerland, September 27, 2021

Polyphor publishes invitation to Extraordinary General Meeting and announces financial results for the first half 2021

- EGM on October 28, 2021 to be held to prepare merger with EnBiotix Inc, with shareholders not physically present, in accordance with COVID-19 ordinances.

- Pre-EGM information call on October 14, 2021 at 14:00 CET.

Polyphor AG (SIX: POLN) today published the invitation to its Extraordinary General Meeting (EGM) on October 28, 2021 and announced financial results for the first half of 2021. The agenda of the EGM has proposals for shareholder approval including an ordinary capital increase to implement a merger with EnBiotix Inc. ("Enbiotix"), a privately held late clinical-stage rare disease company currently focused on products for rare, chronic respiratory diseases.

Extraordinary General Meeting
As a precautionary and prudent measure, the Board of Directors has decided to conduct the Extraordinary General Meeting 2021 without the physical presence of shareholders, in accordance with COVID-19 related regulation.

The company will be seeking to maximize the number of shareholders executing their voting rights and will host a pre-EGM information call on October 14, 2021 at 14:00 CET. Investors are invited to submit questions in advance by email to IR@polyphor.com.

Contemplated Changes to the members of the Board of Directors and Management team
Upon completion of the merger and as previously already announced, Jeffrey D. Wager, currently Chairman and CEO of EnBiotix, is expected to become Chairman of the Board of Directors and Chief Executive Officer of the combined company replacing the current CEO, Gökhan Batur, who will oversee the next steps until the closing of the merger.

Upon completion of the merger, Andreas Wallnöfer, Silvio Inderbitzin and Hugh O'Dowd will resign as Board members. Kuno Sommer and Bernard Bollag, current members of the Board of Directors of Polyphor, will remain as Board members. Dennis Ausiello, Dan Hartman and Robert Clarke, current members of the Board of Directors of EnBiotix, are nominated as new members the Board of Directors of the combined company.

Hernan Levett, Polyphor's current CFO, will continue as CFO of the combined company. Upon completion of the merger Juergen Froehlich, Chief Medical Officer at EnBiotix, is nominated as the CMO, replacing Frank Weber, who has decided to leave Polyphor end of October 2021 to pursue other career opportunities. Daniel Obrecht, Chief Scientific Officer of Polyphor, will retire from the company by end of 2021 as planned and continue to serve as a scientific consultant to the merged company.

Financial results for the first half of 2021
In the first half of 2021, the majority of the cash position was allocated to the balixafortide Phase III program, while cystic fibrosis and antibiotics drug candidates have been largely externally funded.

The total loss for the period was CHF 23.6 million. R&D costs were primarily driven by the balixafortide Phase III trial and are expected to decrease substantially in Q4 2021 following the closure of the study. The total cash position was CHF 17.9 million (cash and cash equivalents) as of June 30, 2021. In September 2021, Polyphor and EnBiotix announced closing of the previously announced purchase agreement of inhaled murepavadin. As a result of closing the transaction, Polyphor received the agreed payment of 2'599'655 of common shares of EnBiotix (15.4% fully diluted of EnBiotix) at an agreed valuation of USD 10 million, currently not reflected in the financial statements ending June 30, 2021 (see financial highlights below).

As closing of the merger agreement with EnBiotix is expected in Q4 2021, the company will provide updated guidance for operating expenses for 2021 following planned closure.

Pre-EGM information call

To access the information call, please use the following details:

Information Call: October 14, 2021, 14:00 CET

dial in:

Confirmation Code: 6712283
The link for the webcast without audio (for those who called through the dial-in):
https://www.webcast-eqs.com/polyphor20211014/no-audio

The link for the webcast for those who don't want to dial-in:
https://www.webcast-eqs.com/polyphor20211014

The full EGM invitation can be found on our website:
www.polyphor.com/investor-relations/corporate -governance/

Financial Highlights

CHF millions

¹⁾ based on the consolidated IFRS financial statements
²⁾ represents the average monthly cash used in operating and investing activities

For further information please contact:

About Polyphor
Polyphor is a research-oriented Swiss biopharmaceutical company with a leading macrocyclic peptide technology platform. Polyphor is headquartered in Allschwil near Basel and is listed on the SIX Swiss Exchange (SIX: POLN). www.polyphor.com.

Disclaimer
This press release contains forward-looking statements which are based on current assumptions and forecasts of the Polyphor management. Known and unknown risks, uncertainties, and other factors could lead to material differences between the forward-looking statements made here and the actual development, in particular Polyphor's results, financial situation, and performance. Readers are cautioned not to put undue reliance on forward-looking statements, which speak only of the date of this communication. Polyphor disclaims any intention or obligation to update and revise any forward-looking statements, whether as a result of new information, future events or otherwise.