Organovo Holdings, Inc. Announces Adjournment of Special Meeting of Stockholders
March 27 2020 - 4:05PM
Business Wire
Organovo Holdings, Inc. (“Organovo”) (Nasdaq: ONVO) convened, on
March 26, 2020, the special meeting of stockholders and then
adjourned the special meeting of stockholders until Tuesday, April
7, 2020 10:00 A.M. Pacific Time at
www.virtualshareholdermeeting.com/ONVO2020 to solicit
additional proxies for Organovo Proposal Nos. 1 and 4. Organovo
Proposal No. 1 is to approve the issuance of shares of Organovo
common stock to the Tarveda securityholders in the merger and
Organovo Proposal No. 4 is to approve the adoption of the Combined
Organization 2020 Equity Incentive Plan.
Based on an assessment of votes present in person or proxy at
the special meeting, Organovo Proposals Nos. 2, 3 and 5 were
approved by the required vote. Organovo Proposal No. 2 authorizes
Organovo’s board of directors to effect a reverse stock split of
the Organovo common stock at a ratio of every one share for every
20-40 shares outstanding, and Organovo Proposal No. 3 approved, on
an advisory basis, compensation that will or may become payable by
Organovo in connection with the merger. Organovo Proposal No. 5
authorizes Organovo to adjourn the special meeting, if necessary,
to solicit additional proxies if there are not sufficient votes in
favor of Organovo Proposal Nos. 1, 2, 3 or 4.
The approval of Organovo Proposal Nos. 1 and 4 require the
affirmative vote of a majority of the votes cast at the special
meeting and the special meeting is being adjourned to provide the
Company with additional time to solicit proxies from its
stockholders to obtain sufficient votes in favor of Organovo
Proposal Nos. 1 and 4.
If you need assistance voting your shares, please call D.F. King
& Co., Inc. toll free at (800) 431-9646 or toll at (212)
269-5550.
If you have not submitted a proxy, you are urged to do so
promptly. No action is required by any stockholder who has
previously delivered a proxy and who does not wish to revoke or
change that proxy.
Important Information and Where to Find It
This communication may be deemed to be solicitation material in
respect to the proposed transaction between Organovo and Tarveda.
On February 24, 2020, Organovo initially filed the proxy
statement/prospectus/information statement (the “Definitive Proxy
Statement”) with the SEC. Organovo mailed the Definitive Proxy
Statement to its stockholders on or about February 26, 2020. Each
party may file other documents with the SEC in connection with the
proposed merger. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION,
INVESTORS AND STOCKHOLDERS ARE URGED TO READ THESE MATERIALS
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT ORGANOVO, TARVEDA THE PROPOSED MERGER AND RELATED
MATTERS. Investors and stockholders may obtain, free of charge,
copies of the Definitive Proxy Statement and any other documents
filed by Organovo with the SEC in connection with the proposed
transactions at the SEC’s website (http://www.sec.gov) and on the
investor relations section of Organovo’s website at
ir.organovo.com. Investors and stockholders are urged to read the
Definitive Proxy Statement and the other relevant materials before
making any voting or investment decision with respect to the
proposed merger and the related proposals.
Non-Solicitation
This communication does not constitute an offer to sell or
solicitation of an offer to buy any securities, nor will there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
Participants in the Solicitation
Organovo and its directors and executive officers and Tarveda
and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders
of Organovo in connection with the proposed Merger. Information
regarding the special interests of the Organovo and Tarveda
directors and executive officers in the proposed Merger is included
in the Definitive Proxy Statement. Additional information regarding
the directors and executive officers of Organovo is included in
Organovo’s definitive proxy statement on Schedule 14A relating to
the 2019 Annual Meeting of Stockholders, filed with the SEC on July
26, 2019. These documents are available free of charge from the
sources indicated above.
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version on businesswire.com: https://www.businesswire.com/news/home/20200327005499/en/
For Organovo Holdings, Inc. Taylor J. Crouch 858-224-1000
info@organovo.com
For Tarveda Therapeutics, Inc. Amanda Houlihan MacDougall +1 781
235 3060 ahoulihan@macbiocom.com
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