2020

29.05.2020 – COSMO Pharmaceuticals N.V.

Cosmo Pharmaceuticals’ Shareholders approve all Agenda Items at Annual General Meeting

Cosmo Pharmaceuticals’ Shareholders approve all Agenda Items at Annual General Meeting

Dublin – May 29, 2020 – Cosmo Pharmaceuticals N.V. (SIX: COPN) today announced that the shareholders approved all agenda items at the annual shareholders meeting in Amsterdam on May 28, 2020.

7’075’409 votes representing 48.89% of the total votes were present.

The financial statements were approved and the board was discharged with 100.00% of the votes.

Mr. Hans Christoph Tanner was elected to the board of directors as a non-executive member for a period of two years with 98.10% of the votes.

Mrs. Eimear Cowhey was re-elected to the board of directors as a non-executive member for a period of two years with 97.19% of the votes.

The proposal to (i) grant options to subscribe for ordinary shares and/or rights to acquire ordinary shares to the Board of Directors, and (ii) amend the remuneration policy, was approvedwith 93.88% of the votes.

The proposal to authorizethe Board of Directors for a periodof eighteen monthsto issue - and grant subscription rights to - ordinary sharesup to a maximum nominalsum of ten percent (10%) and, in the event of a merger, an acquisition or a strategic alliance to increase this authorization by a maximumof a further ten percent(10%) of the ordinary shares included in the authorized capital was approved with 97.30% of the votes.

The proposal to authorize the Board of Directors for a period of eighteen months to issue ordinary shares up to a maximum nominalsum of twenty percent (20%) of the ordinary shares included in the authorized capital, which shares shall be issued for the execution of Cosmo's employee stockownership plan for directors, employees and co- workers of Cosmo or a group company was approved with 93.88% of the votes.

The proposal to authorize the Board of Directors for a period of eighteen months to issue preferred shares or to grant the right to subscribe for preferred shares up to the maximum number as provided for in Cosmo'sarticles of association was approved with 96.48% of the votes.

The proposal to authorize the Board of Directors to acquire fully paid-up sharesin the share capital of Cosmoup to a maximum of 10% of the ordinaryshares included in the authorized capital and for a period of eighteen months (in accordance with Cosmo's articles of association) was approved with 99.54% of the votes.

BDO Audit & Assurance B.V. (Amsterdam) was appointed as independent auditor of Cosmo for FY 2020 with 100% of the votes.

About Cosmo Pharmaceuticals

Cosmo is a specialty pharmaceutical company focused on developing and commercialising products to treat selected gastrointestinal disorders and improve endoscopy quality measures through aiding the detection of colonic lesions. Cosmo has also developed medical devices for endoscopy and has recently entered into a partnership with Medtronic for the global distribution of GI Genius™ its artificial intelligence device for use in coloscopies and GI procedures. Cosmo has licensed Aemcolo™ to Red Hill Biopharma and is the licensee of Byfavo™(remimazolam) for the U.S. for procedural sedation, which it has sub-licensed to Acacia. For additional information on Cosmo and its products please visit the Company’s website: www.cosmopharma.com

Financial calendar

Jefferies Virtual Healthcare Conference

June 2-4, 2020

2020 Half-Year Results

July 30, 2020

Contact

Niall Donnelly, CFO & Head of Investor Relations

Cosmo Pharmaceuticals N.V.

Tel: +353 1 817 03 70

ndonnelly@cosmopharma.com

Disclaimer

Some of the information contained in this press release contains forward-looking statements. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. Cosmo undertakes no obligation to publicly update or revise any forward-looking statements.

This communication is not an offer of securities of any issuer. Securities may not be offered or sold in the United States absent registration or an exemption from the registration requirement of the US Securities Act of 1933.

This press release constitutes neither an offer to sell nor a solicitation to buy securities and it does not constitute a prospectus within the meaning of article 652a and/or 1156 of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange or any similar document. The offer will be made solely by means of, and on the basis of, a securities prospectus to be published. An investment decision regarding the securities to be publicly offered should only be made on the basis of the securities prospectus.

This press release is made to and directed only at (i) persons outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), and (iii) high net worth individuals, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order. Any person who is not a relevant person should not act or rely on this press release or any of its contents.

This press release does not constitute an "offer of securities to the public" within the meaning of Directive 2003/71/EC of the European Union (the "Prospectus Directive") of the securities referred to in it (the "Securities") in any member state of the European Economic Area (the "EEA"). Any offers of the Securities to persons in the EEA will be made pursuant to an exemption under the Prospectus Directive, as implemented in member states of the EEA, from the requirement to produce a prospectus for offers of the Securities.


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