Result of General Meeting
19/12/2022 11:17
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RNS Number : 1819K RTW Venture Fund Limited 19 December 2022
LEI: 549300Q7EXQQH6KF7Z84
19 December 2022
RTW VENTURE FUND LIMITED
(the "Company")
Result of Extraordinary General Meeting
As announced on 1 December 2022, RTW Venture Fund Limited (the "Company") had
convened an extraordinary general meeting (the "Extraordinary General
Meeting") to approve resolutions (the "Resolutions") in connection with the
Company's change of articles of incorporation ("New Articles") and the change
to the Company's tax status, with effect from 1 December 2022, from a
"publicly traded partnership" or "PTP" to a corporation for U.S. federal tax
purposes ("Tax Election").
The Company is pleased to announce that, at the Extraordinary General Meeting
held earlier today, both Resolutions put forward were passed by way of a
poll. The text of the Resolutions and the votes cast are detailed at the end
of this announcement.
For the purposes of this announcement, unless otherwise defined, capitalised
words and phrases shall have the meaning given to them in the circular to
shareholders dated 1 December 2022 (the "Circular").
A copy of the results will be submitted to the National Storage Mechanism and
will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
For Further Information please contact:
RTW Investments, LP +44 (0) 77 1741 7711
Woody Stileman, Managing Director
Buchanan +44 (0)20 7466 5107
Charles Ryland
Henry Wilson
George Beale
J.P. Morgan Cazenove +44 (0)20 7742 4000
William Simmonds
Jérémie Birnbaum
James Bouverat (Sales)
BofA Securities +44 (0) 20 7628 1000
Edward Peel
Kieran Millar
Elysium Fund Management Limited +44 (0) 14 8181 0100
Joanna Duquemin Nicolle, Chief Executive Officer
Sadie Morrison, Managing Director
Morgan Stanley Fund Services USA LLC +1 (914) 225 8885
About RTW Venture Fund Limited:
RTW Venture Fund Limited (LSE: RTW & RTWG) is an investment fund focused
on identifying transformative assets with high growth potential across the
biopharmaceutical and medical technology sectors. Driven by a long-term
approach to support innovative businesses, RTW Venture Fund invests in
companies developing next-generation therapies and technologies that can
significantly improve patients' lives.
RTW Venture Fund Limited is managed by RTW Investments, LP, a leading
healthcare-focused entrepreneurial investment firm with deep scientific
expertise and a strong track record of supporting companies developing
life-changing therapies.
Visit the RTW website at www.rtwfunds.com
(https://protect-us.mimecast.com/s/_A8aC5y408fDJXqhzbVHJ?domain=protect.mimecast-offshore.com)
for more information.
Resolution 1
IT IS HEREBY RESOLVED THAT:
the articles of incorporation produced to the Extraordinary General Meeting
and, for the purposes of identification, initialled by the Chairman (the "New
Articles"), be adopted, with effect from conclusion of the Extraordinary
General Meeting, as the new articles of incorporation of the Company in
substitution for, and to the exclusion, in their entirety, of, the Existing
Articles.
For (including discretionary) 106,003,737 votes (100%)
Against 0 votes (0%)
Withheld* 2,439 votes
Resolution 2
IT IS HEREBY RESOLVED THAT:
the decision of the Board to make the Tax Election be and is hereby ratified.
For (including discretionary) 105,670,734 votes (100%)
Against 0 votes (0%)
Withheld* 335,442 votes
*A vote withheld is not a vote in law and is therefore not counted towards the
proportion of votes "for" or "against" the Resolution. Percentages are
expressed as a proportion of total votes cast (which does not include votes
withheld)
Resolution 1 was passed as a special resolution and Resolution 2 was passed as
an ordinary resolution.
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