The Company Believes All Board Director Nominees were Duly
Dissident Shareholders Attempted to Subvert the Election by
Intentionally Breaking Quorum
Senomyx to Pursue Legal Action to Affirm Election Results
SAN DIEGO--(BUSINESS WIRE)--May 17, 2017--
Senomyx, Inc. (“Senomyx” or the “Company”) (NASDAQ:SNMX) today announced
the results of its 2017 Annual Meeting of Shareholders (“Annual
Meeting”) held on May 11, 2017. Pursuant to the report of the
independent inspector of elections, we believe Senomyx’s director
candidates were reelected at the Annual Meeting by a substantial margin.
The Company believes that the dissident group, financed by Charles M.
Gillman, who was sanctioned earlier this year by the U.S. Securities and
Exchange Commission for misleading shareholders in multiple proxy
contests1, attempted to subvert the elections. The Company
has obtained evidence indicating that the dissident group, when it
became clear that they lost the election, intentionally withheld votes
from the independent inspector of elections in order to break quorum and
obtain additional time in an attempt to change the election outcome at
an adjourned Annual Meeting.
Senomyx intends to pursue legal action in the Delaware Court of
Chancery to affirm the results of the election.
No action is required by Senomyx shareholders at this time. The Company
intends to provide all shareholders a further update as soon as the
circumstances of the situation allow. Senomyx remains focused on
executing a clear strategy to drive value creation for all shareholders.
About Senomyx, Inc.
Senomyx discovers novel flavor
ingredients and natural high intensity sweeteners that allow food
and beverage companies to create better-for-you products. Under its direct
sales program, Senomyx sells its Complimyx® brand
flavor ingredients, Sweetmyx®, Savorymyx®,
and Bittermyx®, to flavor companies for use in a
wide variety of foods and beverages. In addition, Senomyx has partnerships with
leading global food, beverage, and ingredient supply companies, which
are currently marketing products that contain Senomyx's flavor
ingredients. For more information, please visit www.senomyx.com.
Information presented in this communication contains forward-looking
statements within the meaning of the Section 27A of the Securities Act
of 1933, as amended (the “Securities Act”), Section 21E of the
Securities Exchange Act of 1934 (the “Exchange Act”) and the Private
Securities Litigation Reform Act of 1995. All statements relating to
events or results that may occur in the future, including, but not
limited to, the development, growth and expansion of the Company’s
business, the Company’s intent, belief, or current expectations,
primarily with respect to the Company’s future operating performance,
and the product the Company expects to offer and other statements
regarding matters that are not historical facts, are forward-looking
statements. Forward-looking statements generally can be identified by
words such as “may,” “will,” “could,” “anticipate,” “expect,” “intend,”
“believe,” “continue,” or the negative of such terms, or other
comparable terminology. These statements are based on numerous
assumptions and involve known and unknown risks, uncertainties and other
factors that could significantly affect the Company’s operations and may
cause the Company’s actual actions, results, financial condition,
performance or achievements to be substantially different from any
future actions, results, financial condition, performance or
achievements expressed or implied by any such forward-looking
statements. Those factors include, but are not limited to, (i) general
economic and business conditions; (ii) changes in market conditions;
(iii) changes in regulations; (iv) actual or potential takeover or other
change-of-control threats; (v) the effect of merger or acquisition
activities; (vi) changes in the Company’s plans, strategies, targets,
objectives, expectations or intentions; and (vii) other risks,
uncertainties and factors indicated from time to time in the Company’s
reports and filings with the SEC including, without limitation, most
recently the Company’s Annual Report on Form 10-K for the period ended
December 31, 2016, under the heading Item 1A - “Risk Factors” and the
heading “Management’s Discussion and Analysis of Financial Condition and
Results of Operations.” The forward-looking statements speak only as of
the date on which they are made and the Company does not intend, and
undertakes no obligation to update or publicly release any revision to
any such forward-looking statements, whether as a result of the receipt
of new information, the occurrence of subsequent events, the change of
circumstance or otherwise, except as required by law. Each
forward-looking statement contained in the Company’s proxy statement is
specifically qualified in its entirety by the aforementioned factors.
You are advised to carefully read the Company’s proxy statement in
conjunction with the important disclaimers set forth above prior to
reaching any conclusions or making any investment decisions.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170517006370/en/
Source: Senomyx, Inc.
Sloane & Company
Dan Zacchei / Joe Germani, 212-486-9500