SOURCE: Vivione Biosciences Inc.

Vivione Biosciences

October 14, 2015 12:44 ET

Vivione Biosciences Inc. Announces Results of Annual and Special Meeting

CALGARY, AB--(Marketwired - October 14, 2015) - Vivione Biosciences Inc. ("Vivione" or the "Corporation") (TSX VENTURE: VBI) is pleased to announce the results of the Corporation's Annual and Special Meeting of the Class A Shareholders and Special Meeting of the Class B Shareholders held on October 13, 2015 (the "Meeting"). A quorum of the Corporation's outstanding class A common shares and class B common shares as of the record date of August 26, 2015 was present in person or by proxy at the Meeting.

On September 15, 2015 the Corporation announced entering into an agreement with Montalcino Holdings I, LLC with respect to an investment of up to US$2,500,000 (the "Investment") in its wholly owned US operating subsidiary, Vivione Biosciences LLC, constituting an effective sale or exchange of all or substantially all of the assets of the Corporation. At the Meeting, the class A common shareholders and class B common shareholders voted, as a single class, in favour of a special resolution approving the sale or exchange of all or substantially all of the assets of the Corporation pursuant to the Investment, as more particularly described in the Corporation's management information circular dated September 14, 2015. It is expected that, subject to final approval by the TSX Venture Exchange, the Investment will close on October 15, 2015.

At the Meeting, the class A common shareholders also considered and approved resolutions as follows:

  • the number of directors of the Corporation was fixed at six;
  • Kevin Kuykendall, Philip Tuttle, Lal Narang, Ian E. Gallie, Dr. James Hendren and Glenn Smith were all separately re-elected to Vivione's board of directors;
  • Grant Thornton LLP, Chartered Accountants, Vivione's auditors, were reappointed for the coming fiscal year; and
  • the Corporation's stock option plan was confirmed and ratified.

About Vivione

Vivione's business is centered on the commercialization of the RAPID-B technology, which is an integrated system of hardware, software and chemical reagents that tests bacteria in key environments. This technology could have potentially diverse applicability from food safety to clinical diagnostics, by identifying and quantifying microorganism levels more rapidly and with greater precision than currently employed techniques.

Cautionary Statements

This news release contains "forward-looking statements" within the meaning of applicable securities laws. Although Vivione believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to Vivione. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the inability to close the Investment, the failure to receive final TSXV approval, failure to obtain any necessary approval from regulators in the United States, and the ability of the Corporation to pays its liabilities as they become due. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, Vivione does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. Vivione undertakes no obligation to comment on expectations or statements made by third-parties in respect of Vivione, or its financial or operating results or (as applicable), their securities.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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