| 2025-12-18 |
股东大会：
将于2026-02-03召开股东大会
会议内容 ▼▲
- 1.To approve certain amendments to the Company’s Articles of Association to, among other things: (i) change the Company’s name to “Enlivex Ltd.” or to such other name containing the word “Enlivex” as may be determined by the Company’s management and approved by the Israeli Registrar of Companies; (ii) classify the Board of Directors of the Company (the “Board” or the “Board of Directors”) such that it consists of three classes of directors (excluding external directors) with staggered three-year terms of office; and (iii) approve an increase in the Company’s authorized share capital.
2.To approve certain amendments to the exemption and indemnification agreement issued by the Company to (a) each of its directors and (b) Mr. Oren Hershkovitz, the Company’s Chief Executive Officer.
3.To approve the grant of an equity bonus, in the form of restricted share units, to the Company’s Executive Chairman.
4.To approve a reverse share split of the Company’s ordinary shares at a ratio within a range of not less than 1-for-2 and not more than 1-for-20, and to authorize the Board of Directors to determine the final ratio, to be effective on a date to be determined by the Board within 12 months following the Meeting and announced by the Company, and to amend the Company’s Articles of Association accordingly.
|
| 2025-12-18 |
股东大会：
将于2026-02-03召开股东大会
会议内容 ▼▲
- 1.To approve certain amendments to the Company’s Articles of Association to, among other things: (i) change the Company’s name to “Enlivex Ltd.” or to such other name containing the word “Enlivex” as may be determined by the Company’s management and approved by the Israeli Registrar of Companies; (ii) classify the Board of Directors of the Company (the “Board” or the “Board of Directors”) such that it consists of three classes of directors (excluding external directors) with staggered three-year terms of office; and (iii) approve an increase in the Company’s authorized share capital.
2.To approve certain amendments to the exemption and indemnification agreement issued by the Company to (a) each of its directors and (b) Mr. Oren Hershkovitz, the Company’s Chief Executive Officer.
3.To approve the grant of an equity bonus, in the form of restricted share units, to the Company’s Executive Chairman.
4.To approve a reverse share split of the Company’s ordinary shares at a ratio within a range of not less than 1-for-2 and not more than 1-for-20, and to authorize the Board of Directors to determine the final ratio, to be effective on a date to be determined by the Board within 12 months following the Meeting and announced by the Company, and to amend the Company’s Articles of Association accordingly.
|
| 2025-12-18 |
详情>>
股本变动：
变动后总股本23738.15万股
|
| 2025-11-14 |
详情>>
业绩披露：
2025年三季报(累计)每股收益-0.31美元,归母净利润-752.5万美元,同比去年增长23.51%
|
| 2025-09-25 |
股东大会：
将于2025-11-10召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart and Andrew Singer.
2.To approve an increase in the Company’s authorized share capital and to amend the Company’s Articles of Association accordingly.
3.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2025 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2025-09-25 |
股东大会：
将于2025-11-10召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart and Andrew Singer.
2.To approve an increase in the Company’s authorized share capital and to amend the Company’s Articles of Association accordingly.
3.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2025 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2025-08-29 |
详情>>
业绩披露：
2025年中报每股收益-0.22美元,归母净利润-532万美元,同比去年增长26.48%
|
| 2025-08-18 |
复牌提示：
2025-08-18 07:40:00 停牌，复牌日期 2025-08-18 08:05:00
|
| 2025-05-30 |
详情>>
业绩披露：
2025年一季报每股收益-0.15美元,归母净利润-345.2万美元,同比去年增长16.62%
|
| 2025-04-30 |
详情>>
业绩披露：
2024年年报每股收益-0.73美元,归母净利润-1501.4万美元,同比去年增长48.35%
|
| 2025-04-30 |
详情>>
业绩披露：
2022年年报每股收益-1.69美元,归母净利润-3106万美元,同比去年增长-114.68%
|
| 2024-11-29 |
详情>>
业绩披露：
2024年三季报(累计)每股收益-0.5美元,归母净利润-983.8万美元,同比去年增长50.74%
|
| 2024-10-31 |
股东大会：
将于2024-11-07召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer.
2.To approve the extension of the term of certain options awarded during 2015 through 2019 (inclusive) and outstanding as of the date hereof to (A) certain of the Company’s currently serving directors (namely, Mr. Shai Novik, Dr. Abraham (Avri) Havron and Dr. Gili Hart) and (B) Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, such that the exercise period of such options to purchase an aggregate 547,899 ordinary shares of the Company shall expire on December 31, 2033.
3.To approve the grant of restricted share units (which will vest over a period of four years), as partial payment of the annual bonus for the year ended December 31, 2023, instead of a cash payment, to (A) the Company’s Executive Chairman, and (B) the Company’s Chief Executive Officer.
4.To approve certain amendments to the agreement governing the provision of services by the Company’s Executive Chairman, effective as of and for the year ending December 31, 2024.
5.To approve and adopt an amended and restated Compensation Policy for executive officers and directors.
6.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2024 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2024-10-31 |
股东大会：
将于2024-11-07召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer.
2.To approve the extension of the term of certain options awarded during 2015 through 2019 (inclusive) and outstanding as of the date hereof to (A) certain of the Company’s currently serving directors (namely, Mr. Shai Novik, Dr. Abraham (Avri) Havron and Dr. Gili Hart) and (B) Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, such that the exercise period of such options to purchase an aggregate 547,899 ordinary shares of the Company shall expire on December 31, 2033.
3.To approve the grant of restricted share units (which will vest over a period of four years), as partial payment of the annual bonus for the year ended December 31, 2023, instead of a cash payment, to (A) the Company’s Executive Chairman, and (B) the Company’s Chief Executive Officer.
4.To approve certain amendments to the agreement governing the provision of services by the Company’s Executive Chairman, effective as of and for the year ending December 31, 2024.
5.To approve and adopt an amended and restated Compensation Policy for executive officers and directors.
6.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2024 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2024-09-11 |
股东大会：
将于2024-10-31召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer.
2.To approve the extension of the term of certain options awarded during 2015 through 2019 (inclusive) and outstanding as of the date hereof to (A) certain of the Company’s currently serving directors (namely, Mr. Shai Novik, Dr. Abraham (Avri) Havron and Dr. Gili Hart) and (B) Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, such that the exercise period of such options to purchase an aggregate 547,899 ordinary shares of the Company shall expire on December 31, 2033.
3.To approve the grant of restricted share units (which will vest over a period of four years), as partial payment of the annual bonus for the year ended December 31, 2023, instead of a cash payment, to (A) the Company’s Executive Chairman, and (B) the Company’s Chief Executive Officer.
4.To approve certain amendments to the agreement governing the provision of services by the Company’s Executive Chairman, effective as of and for the year ending December 31, 2024.
5.To approve and adopt an amended and restated Compensation Policy for executive officers and directors.
6.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2024 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2024-09-11 |
股东大会：
将于2024-10-31召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer.
2.To approve the extension of the term of certain options awarded during 2015 through 2019 (inclusive) and outstanding as of the date hereof to (A) certain of the Company’s currently serving directors (namely, Mr. Shai Novik, Dr. Abraham (Avri) Havron and Dr. Gili Hart) and (B) Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, such that the exercise period of such options to purchase an aggregate 547,899 ordinary shares of the Company shall expire on December 31, 2033.
3.To approve the grant of restricted share units (which will vest over a period of four years), as partial payment of the annual bonus for the year ended December 31, 2023, instead of a cash payment, to (A) the Company’s Executive Chairman, and (B) the Company’s Chief Executive Officer.
4.To approve certain amendments to the agreement governing the provision of services by the Company’s Executive Chairman, effective as of and for the year ending December 31, 2024.
5.To approve and adopt an amended and restated Compensation Policy for executive officers and directors.
6.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2024 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
|
| 2024-08-30 |
详情>>
业绩披露：
2024年中报每股收益-0.38美元,归母净利润-723.6万美元,同比去年增长48.35%
|
| 2024-06-14 |
详情>>
业绩披露：
2024年一季报每股收益-0.22美元,归母净利润-414万美元,同比去年增长42.64%
|
| 2024-04-30 |
详情>>
业绩披露：
2023年年报每股收益-1.56美元,归母净利润-2906.8万美元,同比去年增长6.41%
|
| 2023-11-09 |
详情>>
业绩披露：
2023年三季报(累计)每股收益-1.08美元,归母净利润-1997.3万美元,同比去年增长16.33%
|
| 2023-10-26 |
股东大会：
将于2023-11-02召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer;
2.To approve the grant of an equity award to each of the Company’s non-executive directors standing for election at the Meeting, subject to their election by the Company’s shareholders at the Meeting;
3.To approve the award of a one-time bonus for 2022, associated with certain accomplished milestones, including obtaining regulatory approval to commence clinical trials with the frozen formulation of Allocetra from agencies in multiple jurisdictions, to each of Mr. Shai Novik, the Company’s Executive Chairman, and Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, and the payment of such one-time bonuses as follows: (A) to Mr. Novik, 10% of the one-time bonus in cash and the remainder in restricted stock units (vesting over a period of four years); and (B) to Dr. Hershkovitz, all of the one-time bonus, as well as a portion of his 2022 performance bonus, in restricted stock units (vesting over a period of four years);
4.To approve an amendment to the Company’s Articles of Association relating to the quorum required for a general meeting of shareholders of the Company;
5.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2023 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
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| 2023-10-26 |
股东大会：
将于2023-11-02召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer;
2.To approve the grant of an equity award to each of the Company’s non-executive directors standing for election at the Meeting, subject to their election by the Company’s shareholders at the Meeting;
3.To approve the award of a one-time bonus for 2022, associated with certain accomplished milestones, including obtaining regulatory approval to commence clinical trials with the frozen formulation of Allocetra from agencies in multiple jurisdictions, to each of Mr. Shai Novik, the Company’s Executive Chairman, and Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, and the payment of such one-time bonuses as follows: (A) to Mr. Novik, 10% of the one-time bonus in cash and the remainder in restricted stock units (vesting over a period of four years); and (B) to Dr. Hershkovitz, all of the one-time bonus, as well as a portion of his 2022 performance bonus, in restricted stock units (vesting over a period of four years);
4.To approve an amendment to the Company’s Articles of Association relating to the quorum required for a general meeting of shareholders of the Company;
5.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2023 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
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| 2023-09-13 |
股东大会：
将于2023-10-26召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer;
2.To approve the grant of an equity award to each of the Company’s non-executive directors standing for election at the Meeting, subject to their election by the Company’s shareholders at the Meeting;
3.To approve the award of a one-time bonus for 2022, associated with certain accomplished milestones, including obtaining regulatory approval to commence clinical trials with the frozen formulation of Allocetra from agencies in multiple jurisdictions, to each of Mr. Shai Novik, the Company’s Executive Chairman, and Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, and the payment of such one-time bonuses as follows: (A) to Mr. Novik, 10% of the one-time bonus in cash and the remainder in restricted stock units (vesting over a period of four years); and (B) to Dr. Hershkovitz, all of the one-time bonus, as well as a portion of his 2022 performance bonus, in restricted stock units (vesting over a period of four years);
4.To approve an amendment to the Company’s Articles of Association relating to the quorum required for a general meeting of shareholders of the Company;
5.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2023 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
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| 2023-09-13 |
股东大会：
将于2023-10-26召开股东大会
会议内容 ▼▲
- 1.To elect the following persons to the Company’s Board of Directors, each to serve until the Company’s next annual general meeting of shareholders and until their respective successors are duly elected and qualified: Shai Novik, Dr. Roger Pomerantz, Dr. Abraham Havron, Dr. Gili Hart, Dr. Brian Schwartz and Andrew Singer;
2.To approve the grant of an equity award to each of the Company’s non-executive directors standing for election at the Meeting, subject to their election by the Company’s shareholders at the Meeting;
3.To approve the award of a one-time bonus for 2022, associated with certain accomplished milestones, including obtaining regulatory approval to commence clinical trials with the frozen formulation of Allocetra from agencies in multiple jurisdictions, to each of Mr. Shai Novik, the Company’s Executive Chairman, and Dr. Oren Hershkovitz, the Company’s Chief Executive Officer, and the payment of such one-time bonuses as follows: (A) to Mr. Novik, 10% of the one-time bonus in cash and the remainder in restricted stock units (vesting over a period of four years); and (B) to Dr. Hershkovitz, all of the one-time bonus, as well as a portion of his 2022 performance bonus, in restricted stock units (vesting over a period of four years);
4.To approve an amendment to the Company’s Articles of Association relating to the quorum required for a general meeting of shareholders of the Company;
5.To approve the re-appointment of Yarel & Partners, Certified Public Accountants, a member of BKR International, as the Company’s independent registered public accounting firm for the year ending December 31, 2023 and until the next annual general meeting of shareholders, and to authorize the Company’s Board of Directors (with power of delegation to its audit committee) to set the fees to be paid to such auditors in accordance with the volume and nature of their services.
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| 2021-09-30 |
股东大会：
将于2021-11-04召开股东大会
会议内容 ▼▲
- 1.To re-elect the following persons to the Board of Directors, each to serve until the next Annual General Meeting of shareholders: Shai Novik, Abraham Havron, Gili Hart, Michel Habib, Sangwoo Lee, Brian Schwartz and Bernhard Kirschbaum.
2.To approve the grant of 6,750 Restricted Stock Units (“RSUs”), in the aggregate, to each of our non-executive directors for the periods 2019 and 2020 (3,375 RSUs per each of 2019 and 2020), vesting annually over 4 years.
3.To approve an amendment to the chairman agreement between the Company and A.S. Novik Ltd. (the “Amended Chairman Agreement”) pursuant to which Mr. Shai Novik, the chairman of our board of directors, will be entitled to 3.33% of gross proceeds received by the Company or its shareholders in connection with a commercial transaction with the Company or sale of the Company, as set forth in Section 3(g) of the Amended Chairman Agreement attached hereto as Exhibit A.
4.To approve a further provision to the Amended Chairman Agreement, pursuant to which the remuneration payable to Mr. Novik will be paid in Israeli Shekels (NIS) instead of US Dollars (USD), at a fixed NIS:$ exchange rate, as set forth in Sections 3(a) and 3(f) of the Amended Chairman Agreement attached hereto as Exhibit A.
5.To approve the grant of 81,075 RSUs, to Mr. Shai Novik, the Company’s Executive Chairman, as an equity bonus for 2020, vesting annually over a 4-year period.
6.To approve the payment of a $60,000 cash bonus for 2020 to Mr. Oren Hershkovitz, the Company’s Chief Executive Officer.
7.To approve the grant of 25,350 RSUs, to Mr. Oren Hershkovitz, as an equity bonus for 2020, vesting annually over a 4-year period.
8.To approve a 5% increase for Mr. Oren Hershkovitz in his base salary in 2021 over his 2020 base salary and to set his target-bonus for 2021 at up to 30% of his 2021 base salary.
9.To approve the grant of 30,750 RSUs, to Dr. Dror Mevorach, the Company’s Chief Scientific Officer, as an equity bonus for 2020, vesting annually over a 4-year period.
10.Mr. Baruch Halpert, who has been serving on the Board of Directors of the Company since 2017, is departing from the Board and is not suggested for re-election in this General Meeting of shareholders. In light of the completion of the service of Mr. Baruch Halpert as a director, the shareholders are asked to approve, subject to certain conditions, the acceleration of the vesting of (i) 24,412 options previously granted to him; and (ii) 6,750 RSUs, subject to their being granted to him under Proposal 2 at this Meeting.
11.To approve the extension of the exercise period in which Mr. Halpert may exercise his vested options to December 31, 2024.
12.To approve an amendment to Section 10.2.5 of the Company’s Compensation Policy for Executives and Directors as set forth in Proxy Statement.
13.To approve an increase in cash compensation for non-executive board members of the Company from its current level (approximately 14,345 USD fixed fee per annum, plus 370 USD per meeting), by 25% per year, until up to the maximum amount permitted under Israeli law for external directors.
14.To reappoint BKR Yarel & Partners CPA, the Company’s auditors for the year ending December 31, 2021, as the Company’s auditors and to authorize the Audit Committee of the Board of Directors to fix the compensation of said auditors in accordance with the scope and nature of their services.
15.To review the Company’s Annual Report and financial statements for the year ended December 31, 2021, and to transact such other business as may properly come before the Meeting.
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| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
|
| 2020-06-15 |
股东大会：
将于2020-06-24召开股东大会
会议内容 ▼▲
- 1.To re-elect the following persons to the Board of Directors, each to serve until the next Annual General Meeting of shareholders: Shai Novik, Abraham Havron, Gil Hart, Baruch Halpert, Michel Habib, Sangwoo Lee and Bernhard Kirschbaum.
2.To approve an amendment to the chairman agreement between the Company and A.S. Novik, in the form attached hereto as Exhibit A.
3.To approve an amended and restated Compensation Policy for Executives and Directors in the form attached as Exhibit B.
4.To approve a form of Indemnification Agreement to be entered into by the Company with its current and future Office Holders, in the form attached as Exhibit C.
5.To reappoint BKR Yarel & Partners CPA, the Company’s auditors for the year ending December 31, 2020, as the Company’s auditors and to authorize the Audit Committee of the Board of Directors to fix the compensation of said auditors in accordance with the scope and nature of their services.
6.To review the Company’s Annual Report and financial statements for the year ended December 31, 2019, and to transact such other business as may properly come before the Meeting.
7.Management will also be giving a presentation on the Company’s current business plans.
|
| 2019-03-06 |
详情>>
拆分方案：
每8.0000合并分成1.0000股
|
| 2019-02-19 |
股东大会：
将于2019-03-17召开股东大会
会议内容 ▼▲
- 1.To appoint Yarel+Partners, Certified Public Accountants as the Company’s independent registered public accounting firm until the next Annual Meeting and to authorize the Company’s Board of Directors to determine its compensation for the fiscal year ending December 31, 2018.
|
| 2019-02-19 |
股东大会：
将于2019-03-17召开股东大会
会议内容 ▼▲
- 1.To appoint Yarel+Partners, Certified Public Accountants as the Company’s independent registered public accounting firm until the next Annual Meeting and to authorize the Company’s Board of Directors to determine its compensation for the fiscal year ending December 31, 2018.
|
| 2018-12-06 |
股东大会：
将于2018-12-27召开股东大会
会议内容 ▼▲
- 1.To approve certain resolutions in connection with the merger of a wholly-owned subsidiary of the Company with and into Enlivex Therapeutics Ltd. (“Enlivex”) pursuant to which Bioblast will issue a majority interest in Bioblast’s share capital (on a post-transaction basis) to the equity-holders of Enlivex in consideration for 100% of the equity securities of Enlivex, which will become a wholly-owned subsidiary of Bioblast (the “Transaction”). In connection with the Transaction, the Company also entered into a Contingent Value Rights Agreement (“CVR Agreement”) with Enlivex and other parties that will allow the Company shareholders, as at immediately prior to closing of the Transaction, to receive proceeds from the potential sale of the Company’s Trehalose program to a third party, if and when such sale or licensing occurs1. The resolutions associated with the approval of the Transaction include the following:
(i)To approve a reverse share split of the Company’s ordinary shares by a ratio of up to 10:1, but not less than 4:1, to be effective at the ratio and on a date to be determined by the board of directors, and to amend the Company’s Articles of Association accordingly.
(ii)To approve an increase of the Company’s share capital by NIS 17,500,000, from NIS 500,000, to NIS 18,000,000, and to amend the Company’s Articles of Association accordingly;
(iii)To approve a change of the Company’s name to “Enlivex Therapeutics Ltd.” or a similar name approved by the Israeli Companies Registrar;
(iv)To approve the purchase by the Company of a “run-off” directors’ and officers’ liability insurance policy for a period of 3 years following the effective time of the Transaction.
2.To re-appoint Kost, Forer, Gabbay & Kasierer (a member of Ernst & Young Global) as the Company’s independent registered public accounting firm until the next Annual Meeting and to authorize the Company’s Board of Directors to determine such accounting firm’s compensation for the fiscal year ending December 31, 2018.
3.To re-elect Dr. Dalia Megiddo as a Director of the Company.
4.To elect Mr. Gili Cohen, Mr. Eyal Gibor, Mr. Tomer Yossef and Mr. Ran Weinstock as Directors of the Company and determine such persons’ compensation terms.
5.To approve the engagement terms of Dr. Dalia Megiddo in her position as the Company’s interim Chief Executive Officer and in connection with intellectual property services she provided to the Company.
6.To approve the terms of engagement of the Company with Mr. Oren Elmaliah, the Company’s principal financial officer.
7.To approve the Company’s purchase of Directors and Officers insurance policies.
8.To present the financial statements of the Company for the fiscal year ended December 31, 2017.
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| 2017-11-16 |
股东大会：
将于2017-12-21召开股东大会
会议内容 ▼▲
- 1.To present the financial statements of the Company for the fiscal year ended December 31, 2016.
2.To re-appoint Kost, Forer, Gabbay & Kasierer (a member of Ernst & Young Global) as the Company’s independent registered public accounting firm until the next Annual Meeting and to authorize the Company’s Board of Directors to determine its compensation for the fiscal year ending December 31, 2017.
3.To re-elect the following Company’s currently serving directors: Mr. Fredric Price, Dr. Dalia Megiddo, Mr. Michael Burshtine, Mr. Tom Dubin, Mr. Ran Nussbaum and Dr. Marlene Haffner.
4.To elect Mr. Robert Freidman as a Director and determine his Remuneration Terms.
5.To approve the transfer of the options from Mr. Ran Nussbaum to the Pontifax Group.
6.To approve the engagement with Dr. Dalia Megiddo.
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| 2017-09-25 |
详情>>
拆分方案：
每5.0000合并分成1.0000股
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| 2017-08-14 |
股东大会：
将于2017-09-18召开股东大会
会议内容 ▼▲
- 1.To approve a reverse split of the Company’s share capital at the ratio of five to one and to amend the Company’s Amended and Restated Articles of Association accordingly.
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| 2016-07-05 |
股东大会：
将于2016-08-09召开股东大会
会议内容 ▼▲
- 1. To present the financial statements of the Company for the fiscal year ended December 31, 2015.
2. To re-appoint Kost, Forer, Gabbay & Kasierer (a member of Ernst & Young Global) as the Company's independent registered public accounting firm until the next Annual Meeting and to authorize the Company's Board of Directors to determine its compensation for the fiscal year ending December 31, 2016.
3. Re-election of the following Company’s currently serving directors: Mr. Fredric Price, Mr. Colin Foster, Mr. Udi Gilboa, Dr. Dalia Megiddo, Mr. Tom Dubin, Mr. Ran Nussbaum, Dr. Marlene Haffner and Mr. Michael Burshtine.
4. Election of Dr. Ralf Rosskamp as a Director.
5. To approve the change of the Company’s name to “Bioblast Pharma Ltd.”
6. To approve the appointment of Mr. Fredric Price, the Company's Executive Chairman of the Board of Directors (the “Executive Chairperson”), as Chief Executive Officer, or otherwise grant the Executive Chairperson authority to discharge responsibilities typically discharged by the Company’s Chief Executive Officer, in accordance with section 121(c) to the Israeli Companies Law, 5759-1999 (the “Companies Law”).
7. To approve an amendment of the terms of compensation of the Company’s Executive Chairperson, which terms exceed the limitations set forth in the Company’s compensation policy (the “Policy”).
8. To approve an amendment to the terms of compensation of Dr. Warren Wasiewski, which terms exceed the limitations in the Policy.
9. To approve an amendment to the compensation terms of certain Directors.
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| 2016-01-19 |
股东大会：
将于2016-02-24召开股东大会
会议内容 ▼▲
- 1.Approval of amended terms of engagement with Mr. Udi Gilboa.
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| 2015-12-22 |
股东大会：
将于2016-01-17召开股东大会
会议内容 ▼▲
- 1.Approval of amended terms of engagement with Dr. Megiddo.
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