Filed by Vital Therapies, Inc.
Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed
pursuant to Rule
14a-12
under the Securities
Exchange Act of 1934, as amended
Subject Company: Vital
Therapies, Inc.
Commission File No.:
001-36201
February 6, 2019
Immunic Therapeutics to Present at the
BIO CEO & Investor Conference on February 11
Planegg-Martinsried, Germany, February
6, 2019
Immunic AG (Immunic), a privately-held clinical-stage
biotechnology company, today announced that Daniel Vitt, Ph.D., Chief Executive Officer of Immunic, will present at the BIO CEO & Investor Conference on Monday, February 11, 2019 at 9:45 am ET at the New
York Marriott Marquis, in the Chelsea room.
To view the live webcast, please follow this link:
Immunic BIO CEO webcast link
. A replay of the webcast will be available one hour after the conclusion of the live event and will expire on Thursday,
May 9, 2019. The webcast also will be available for viewing on Immunics website at:
www.immunic-therapeutics.com
under the
News tab.
About Immunic AG
Immunic
AG is a specialist in selective oral drugs in immunology and focused on developing novel oral therapies with
best-in-class
potential for chronic inflammatory and
autoimmune diseases. The companys three development programs target inflammatory bowel diseases, relapsing-remitting multiple sclerosis, and psoriasis and include orally available, small molecule inhibitors of DHODH
(IMU-838
program), an inverse agonist of ROR
g
t
(IMU-935
program), and
IMU-856
(targeting intestinal barrier function). Immunics lead development program,
IMU-838,
is currently in phase 2 clinical development for ulcerative colitis, with
additional phase 2 trials in Crohns disease, relapsing-remitting multiple sclerosis, and primary sclerosing cholangitis planned for 2019. The company was founded in 2016 with headquarters in Planegg-Martinsried, Germany. Immunic is privately
held and supported by several renowned healthcare investors. For further information, please see:
www.immunic-therapeutics.com
.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements relating to Immunic AG, including statements about our three development programs and the
targeted diseases, our plans for the development of for
IMU-838,
our existing and planned clinical trials and the clinical utility of Immunics therapeutic candidates. Risks and uncertainties that may
cause actual results to differ materially from those expressed or implied in any forward-looking statement include, but are not limited to: Immunics plans to develop and commercialize its product candidates, including
IMU-838,
IMU-935
and
IMU-856;
and the timing of Immunics planned clinical trials. Forward-looking statements are identified by
the use of forward-looking terminology including believes, expects, may, will, should, seeks, intends, plans, pro forma,
estimates, or anticipates or the negative of these words and phrases or other variations of these words and phrases or comparable terminology. All statements
other than statements of historical fact are statements that could be deemed forward-looking statements. These
forward-looking statements should not be relied upon as predictions of future events as Immunic cannot assure investors that the events or circumstances reflected in these statements will be achieved or will occur. The forward-looking statements in
this press release represent Immunics views as of the date of this press release. Immunic anticipates that subsequent events and developments will cause its views to change. Immunic may elect to update these forward-looking statements at some
point in the future, however, it has no current intention of doing so except to the extent required by applicable law. Investors should, therefore, not rely on these forward-looking statements as representing Immunics views as of any date
subsequent to the date of this press release.
Additional Information about the Proposed Transaction between Vital Therapies, Inc. and Immunic AG and Where to
Find It
On January 6, 2019, Vital Therapies, Inc., a Delaware corporation (Vital Therapies), Immunic AG and the
shareholders of Immunic entered into an Exchange Agreement (the Exchange Agreement), pursuant to which the shareholders of Immunic agreed to contribute all of the outstanding Immunic capital shares to Vital Therapies in exchange for
shares of Vital Therapies common stock. In connection with this proposed transaction, Vital Therapies and Immunic intend to file relevant materials with the Securities and Exchange Commission, or the SEC, and Vital Therapies has filed a registration
statement on Form
S-4
that contains a preliminary proxy statement/prospectus. The information in the preliminary proxy statement/prospectus is not complete and may be changed. The final proxy
statement/prospectus will be sent to the stockholders of Vital Therapies. Investors and security holders of Vital Therapies and Immunic are urged to read the final proxy statement/prospectus (including any amendments or supplements thereto) and
other documents filed with the SEC when they become available because they will contain important information about Vital Therapies, Immunic and the proposed transaction. In addition to receiving the proxy statement/prospectus and proxy card by
mail, Vital Therapies stockholders will also be able to obtain the proxy statement/prospectus, as well as other filings containing information about Vital Therapies, without charge, from the SECs website (http://www.sec.gov) or, without
charge, by directing a written request to: Vital Therapies, Inc.,
15222-B
Avenue of Science, San Diego, CA, 92128, Attention: Investor Relations.
This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities,
nor shall 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. No offering of securities in
connection with the proposed transaction shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Vital Therapies and its executive officers and directors may be deemed to be participants in the solicitation of proxies from Vital Therapies
stockholders with respect to the matters relating to the proposed transaction. Immunic may also be deemed a participant in such solicitation. Information regarding Vital Therapies executive officers and directors is available in Vital
Therapies proxy statement on Schedule 14A for its 2018 annual meeting of stockholders, filed with the SEC on April 12, 2018. Information regarding any interest that Vital Therapies, Immunic or any of the executive officers or directors of
Vital Therapies or Immunic may have in the transaction with Immunic is set forth in the preliminary proxy statement/prospectus that Vital Therapies has filed with the SEC in connection with its stockholder vote on matters relating to the proposed
transaction.
Contact Information
Immunic AG
Jessica Breu
Manager IR and Communications
Am Klopferspitz 19
82152 Planegg-Martinsried, Germany
+49 89 250 0794 69
jessica.breu@immunic.de
Or
Rx Communications
Ina McGuinness
+1-805-427-1372
imcguinness@RxIR.com
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