CENTOGENE Announces Voting Results of Extraordinary General Meeting
CENTOGENE (OTC: CNTGF) announced the results of its Extraordinary General Meeting, where shareholders approved all proposed resolutions. The key highlight was the approval of the previously announced sale and transfer of Centogene GmbH to Charme Capital Partners , a pan-European private equity firm. The meeting had a representation of 57.16% of the Company's issued share capital.
CENTOGENE (OTC: CNTGF) ha annunciato i risultati della sua Assemblea Generale Straordinaria, durante la quale gli azionisti hanno approvato tutte le risoluzioni proposte. Il punto principale è stata l'approvazione della vendita e del trasferimento precedentemente annunciati di Centogene GmbH a Charme Capital Partners, una società di private equity pan-europea. L'incontro ha visto la partecipazione del 57,16% del capitale sociale emesso della Società.
CENTOGENE (OTC: CNTGF) anunció los resultados de su Junta General Extraordinaria, donde los accionistas aprobaron todas las resoluciones propuestas. El aspecto clave fue la aprobación de la venta y transferencia previamente anunciadas de Centogene GmbH a Charme Capital Partners, una firma de capital privado paneuropea. La reunión contó con una representación del 57,16% del capital social emitido de la Compañía.
CENTOGENE (OTC: CNTGF)는 주주들이 제안된 모든 결의를 승인한 Extraordinary General Meeting의 결과를 발표했습니다. 주요 하이라이트는 Centogene GmbH의 Charme Capital Partners로의 판매 및 이전의 승인입니다. Charme Capital Partners는 범유럽의 사모펀드입니다. 회의에는 회사 발행 주식 자본의 57.16%가 참석했습니다.
CENTOGENE (OTC: CNTGF) a annoncé les résultats de son Assemblée Générale Extraordinaire, où les actionnaires ont approuvé toutes les résolutions proposées. L'un des points clés était l'approbation de la vente et du transfert précédemment annoncés de Centogene GmbH à Charme Capital Partners, une société de capital-investissement paneuropéenne. La réunion a eu une représentation de 57,16% du capital social émis de la société.
CENTOGENE (OTC: CNTGF) hat die Ergebnisse seiner außerordentlichen Hauptversammlung bekannt gegeben, bei der die Aktionäre alle vorgeschlagenen Beschlüsse genehmigten. Ein zentrales Highlight war die Genehmigung des bereits angekündigten Verkaufs und Transfers von Centogene GmbH an Charme Capital Partners, eine paneuropäische Private-Equity-Firma. Die Versammlung hatte eine Vertretung von 57,16% des ausgegebenen Aktienkapitals des Unternehmens.
- Shareholder approval obtained for all proposed resolutions
- Strong shareholder participation with 57.16% of issued share capital represented
- Strategic sale to Charme Capital Partners approved
- None.
Insights
The shareholder approval of CENTOGENE's sale to Charme Capital Partners marks a significant milestone for this micro-cap diagnostics company. With a market cap of just
Charme Capital Partners' acquisition of Centogene GmbH could provide the necessary capital and strategic support to advance the company's rare disease and neurodegenerative disease programs. For a company operating in the specialized diagnostics space, having the backing of a pan-European private equity firm could help scale operations and potentially improve market position. However, investors should note that trading on the OTC markets typically indicates higher risk and lower liquidity compared to major exchanges.
The successful extraordinary general meeting (EGM) represents proper corporate governance in action, with shareholders exercising their voting rights on a transformative transaction. The
This transaction will require additional regulatory approvals and careful execution of the transfer agreement. The shift from public to private ownership under Charme Capital Partners will likely lead to significant changes in corporate structure and reporting requirements. The OTC listing status adds complexity to the transaction, requiring careful attention to minority shareholder rights and disclosure obligations.
Approval of All Resolutions, Including Announced Transaction With Charme Capital Partners
CAMBRIDGE, Mass. and ROSTOCK, Germany and BERLIN, Dec. 04, 2024 (GLOBE NEWSWIRE) -- Centogene N.V. (OTC: CNTGF) (“CENTOGENE” or the “Company”), the essential life science partner for data-driven answers in rare and neurodegenerative diseases, today announced the voting results of the Company’s Extraordinary General Meeting. Shareholders voted in favor of all proposals, which included the approval of the previously announced envisaged sale and transfer of Centogene GmbH to Charme Capital Partners Limited, a pan-European private equity firm.
At the Extraordinary General Meeting of CENTOGENE,
About CENTOGENE
CENTOGENE’s mission is to provide data-driven, life-changing answers to patients, physicians, and pharma companies for rare and neurodegenerative diseases. We integrate multiomic technologies with the CENTOGENE Biodatabank – providing dimensional analysis to guide the next generation of precision medicine. Our unique approach enables rapid and reliable diagnosis for patients, supports a more precise physician understanding of disease states, and accelerates and de-risks targeted pharma drug discovery, development, and commercialization.
Since our founding in 2006, CENTOGENE has been offering rapid and reliable diagnosis – building a network of approximately 30,000 active physicians. Our ISO, CAP, and CLIA certified multiomic reference laboratories in Germany utilize Phenomic, Genomic, Transcriptomic, Epigenomic, Proteomic, and Metabolomic datasets. This data is captured in our CENTOGENE Biodatabank, with over 850,000 patients represented from over 120 highly diverse countries, over
By translating our data and expertise into tangible insights, we have supported over 50 collaborations with pharma partners. Together, we accelerate and de-risk drug discovery, development, and commercialization in target and drug screening, clinical development, market access and expansion, as well as offering CENTOGENE Biodata Licenses and Insight Reports to enable a world healed of all rare and neurodegenerative diseases.
To discover more about our products, pipeline, and patient-driven purpose, visit www.centogene.com and follow us on LinkedIn.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the U.S. federal securities laws. Statements contained herein that are not clearly historical in nature are forward-looking, and the words “anticipate,” “believe,” “continues,” “expect,” “estimate,” “intend,” “project,” “plan,” “is designed to,” “potential,” “predict,” “objective” and similar expressions and future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” and “may,” or the negative of these are generally intended to identify forward-looking statements. Forward-looking statements may include statements regarding the expected timing of the closing of the proposed transaction, the ability of the parties to complete the proposed transaction considering the various closing conditions, the sufficiency of the funding provided under the short-term loan agreement to finance the Company to the closing date of the proposed transaction, the amount of funds (if any) from the proposed transaction available to pay to the Company’s stockholders in a liquidation distribution, the Company’s plans to dissolve, liquidate and suspend its reporting obligations under the U.S. securities laws, and any assumptions underlying any of the foregoing. Such forward-looking statements involve known and unknown risks, uncertainties, and other important factors that may cause CENTOGENE’s actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward- looking statements. Such risks and uncertainties include, among others, (i) the risk that the proposed transaction may not be completed in a timely manner or at all, which may adversely affect the Company’s business and prospects, (ii) uncertainties as to the timing of the consummation of the proposed transaction and the potential failure to satisfy the conditions to the consummation of the proposed transaction, including obtaining requisite regulatory approvals, (iii) the proposed transaction may involve unexpected costs, liabilities or delays, (iv) the effect of the announcement, pendency or completion of the proposed transaction on the ability of the Company to retain and hire key personnel and maintain relationships with customers, suppliers and others with whom the Company does business, or on the Company’s operating results and business generally, (v) the Company’s business may suffer as a result of uncertainty surrounding the proposed transaction and disruption of management’s attention due to the proposed transaction, (vi) the outcome of any legal proceedings related to the proposed transaction or otherwise, (vii) the Company may be adversely affected by other economic, business and/or competitive factors, (viii) the occurrence of any event, change or other circumstances that could give rise to the termination of the SPA and the proposed transaction, (ix) restrictions during the pendency of the proposed transaction that may impact the Company’s ability to pursue certain business opportunities, (x) negative economic and geopolitical conditions and instability and volatility in the worldwide financial markets, (xi) possible changes in current and proposed legislation, regulations and governmental policies, (xii) the Company’s ability to streamline cash usage, (xiiii) the Company’s continued ongoing compliance with covenants linked to financial instruments, (xiv) the Company’s requirement for additional financing and (xv) the Company’s ability to continue as a going concern. For further information on the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to CENTOGENE’s business in general, see CENTOGENE’s risk factors set forth in CENTOGENE’s Form 20-F filed on May 15, 2024, with the Securities and Exchange Commission (the “SEC”) and subsequent filings with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and CENTOGENE specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise.
CONTACT
CENTOGENE
Melissa Hall
Corporate Communications
Press@centogene.com
Lennart Streibel
Investor Relations
IR@centogene.com
FAQ
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