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Osmotica Pharmaceuticals plc Announces Result of Proposal 3 at Annual General Meeting

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Osmotica Pharmaceuticals (Nasdaq: OSMT) announced the results of its Annual General Meeting held on June 17, 2021. Shareholders approved a resolution waiving obligations under Rule 37 of the Irish Takeover Rules, allowing for potential future repurchases of up to 6,271,913 ordinary shares. This may increase the shareholding percentage of specific parties, including Avista Healthcare Partners and Altchem Limited, without requiring them to make a general offer. Current and potential shareholdings were outlined, reflecting significant ownership concentration among these groups.

Positive
  • Approval of a waiver under Rule 37 allows for flexibility in future share repurchases.
  • Potential for Affected Parties' shareholding to increase without triggering a general offer.
Negative
  • None.

BRIDGEWATER, N.J., June 18, 2021 (GLOBE NEWSWIRE) -- Osmotica Pharmaceuticals plc (Nasdaq: OSMT) (“Osmotica” or the “Company”), a fully integrated biopharmaceutical company, today announced results of the Company’s Annual General Meeting.

At the Annual General Meeting of the Company held on June 17, 2021, the resolution placed before the meeting in respect of the approval of the waiver under Rule 37 of the Irish Takeover Rules (the Rules) taken by independent shareholders of the Company on a poll was approved. The result of the poll was 11,457,687 votes for; and 3,919,503 votes against.

Accordingly, as a result of potential future repurchases by the Company of up to 6,271,913 ordinary shares of US$0.01 each in the capital of the Company, the aggregate percentage shareholding in the capital of the Company held by the parties specified in the table below (and persons deemed to be acting in concert with them under the Rules) (together, the Affected Parties) may proportionally increase up to the maximum percentage specified below (assuming that the Affected Parties do not participate in such repurchases). In such circumstances, the Affected Parties will not incur an obligation under Rule 37 of the Rules to make a general offer to the Company’s other shareholders.

 Current Shareholding (Number)

Current Shareholding (%)Potential Shareholding following Share Repurchases (%)
Avista Healthcare Partners, L.P., and Orbit Co-Invest III LLC
16,763,859 ordinary shares26.7%29.7%
Altchem Limited and Orbit Co-Invest A-1 LLC
23,667,540 ordinary shares37.7%41.9%
Management Individuals (as defined in the proxy statement)1,866,254 ordinary shares3.0%3.3%

The full text of the resolution is set of in the Notice of Annual Meeting of Shareholders which is available at https://www.osmotica.com/

About Osmotica Pharmaceuticals plc

Osmotica Pharmaceuticals plc (Nasdaq: OSMT) is a fully integrated biopharmaceutical company focused on the development and commercialization of specialty products that target markets with underserved patient populations. The Company has a diverse portfolio consisting of promoted and non-promoted products, several of which incorporate Osmotica’s proprietary Osmodex® drug delivery system. RVL Pharmaceuticals, Inc. is the Company’s ophthalmic subsidiary supporting Upneeq®. Vertical Pharmaceuticals, LLC represents the Company’s diversified branded portfolio and Trigen Laboratories, LLC represents the Company’s non-promoted products, including complex generic formulations.

Osmotica has operations in the United States and Hungary.

Investor and Media Relations for Osmotica Pharmaceuticals plc
Lisa M. Wilson
In-Site Communications, Inc.
T: 212-452-2793
E: lwilson@insitecony.com

 


FAQ

What was decided at Osmotica Pharmaceuticals' Annual General Meeting on June 17, 2021?

Shareholders approved a resolution waiving obligations under Rule 37 of the Irish Takeover Rules.

How many shares may Osmotica Pharmaceuticals repurchase in the future?

Osmotica may repurchase up to 6,271,913 ordinary shares.

What is the impact of the approved waiver on shareholding concentration for OSMT?

The waiver allows certain shareholders to increase their shareholding percentage without making a general offer.

What are the current and potential shareholding percentages for Avista Healthcare Partners?

Currently 26.7%, potentially increasing to 29.7% following share repurchases.

What percentage of shares does Altchem Limited currently hold in OSMT?

Altchem Limited currently holds 37.7% of ordinary shares.

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