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

Rhea-AI Summary

RVL Pharmaceuticals plc (NASDAQ: RVLP) held its Annual General Meeting on June 16, 2022, where independent shareholders approved a waiver under Rule 9 of the Irish Takeover Rules. The resolution, which saw 28,894,940 votes in favor and 1,340,770 against, allows for potential increases in shareholding by specific parties if the company issues up to 17 million new ordinary shares. With this, affected parties can raise their ownership percentage without triggering a mandatory offer to other shareholders. RVL focuses on the commercialization of UPNEEQ®.

Positive

• Approval of waiver allows for increased share issuance without triggering mandatory offers.
• Strong shareholder support with 28.89 million votes in favor.

Negative

• Potential dilution of existing shareholders' stakes if new shares are issued.

BRIDGEWATER, N.J., June 16, 2022 (GLOBE NEWSWIRE) -- RVL Pharmaceuticals plc (Nasdaq: RVLP) (“RVL” or the “Company”), a specialty pharmaceutical company, today announced results of the Company’s Annual General Meeting. 

At the Annual General Meeting of the Company held on June 16, 2022 (the AGM), the resolution placed before the meeting in respect of the approval of the waiver under Rule 9 of the Irish Takeover Rules (the Rules) was duly passed by independent shareholders of the Company on a poll. The result of the poll was 28,894,940 votes for; and 1,340,770 votes against.

Accordingly, 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 in the event of the issue by the Company of up to 17,000,000 new ordinary shares of US$0.01 each in the capital of the Company. In such circumstances, the Affected Parties will not incur an obligation under Rule 9 of the Rules to make a general offer to the Company's other shareholders.

	Current Shareholding (Number)	Current Shareholding (%)	Potential Shareholding following Share Issues (%)
Avista Healthcare Partners, L.P., and Orbit Co-Invest III LLC	16,763,859 ordinary shares	20.07%	24.64%
Altchem Limited and Orbit Co-Invest A-1 LLC	23,667,540 ordinary shares	28.34%	31.51%
Management Individuals (as defined in the Proxy Statement)	2,115,895 ordinary shares	2.53%	3.1%

The full text of the resolution (being Proposal 3) is set out in the Proxy Statement in respect of the AGM which is available at https://www.rvlpharma.com/.

About RVL Pharmaceuticals plc

RVL Pharmaceuticals plc is a specialty pharmaceutical company focused on the commercialization of UPNEEQ® (oxymetazoline hydrochloride ophthalmic solution), 0.1%.

Investor and Media Relations for RVL Pharmaceuticals plc

Lisa M. Wilson
In-Site Communications, Inc.
T: 212-452-2793
E: lwilson@insitecony.com

 

FAQ

What was the outcome of RVL Pharmaceuticals' Annual General Meeting on June 16, 2022?

The AGM resulted in the approval of a waiver under Rule 9 of the Irish Takeover Rules, enabling potential shareholding increases without triggering mandatory offers.

How many votes were cast for the waiver approval at RVL Pharmaceuticals' AGM?

There were 28,894,940 votes for the waiver approval and 1,340,770 against.

What is the maximum number of new ordinary shares RVL Pharmaceuticals can issue?

RVL Pharmaceuticals can issue up to 17,000,000 new ordinary shares.

What is RVL Pharmaceuticals focused on?

RVL Pharmaceuticals is focused on the commercialization of UPNEEQ® (oxymetazoline hydrochloride ophthalmic solution), 0.1%.

What percentage of ownership can affected parties reach if RVL Pharmaceuticals issues new shares?

Affected parties could increase their ownership to specified maximum percentages following the issuance of new shares.