29.07.2013 – 07:01
Salveo Holding S.A.: Salveo's Statement on Alleged Violation of Law
Plan-les-ouates, Switzerland (ots/PRNewswire)
Cryo-Save Group N.V. announced on Friday 26 July 2013 that it believes that Salveo's decision to convene an extraordinary general meeting of shareholders (EGM) violates various core principles of Dutch corporate law. Salveo rejects these allegations and confirms that it has acted in compliance with all relevant rules and regulations and will continue to do so.
As an investor Salveo is deeply concerned by the fact that Cryo-Save is without a Chief Executive Officer (CEO) for an undefined period of time. Mr. Van Tulder announced his resignation as CEO on 30 May 2013, which means that Cryo-Save now approaches its 60th day without a CEO. In the meantime shareholders have heard few specifics regarding the CEO succession. Not willing to accept that Cryo-Save would be left to flounder without a CEO, Salveo as Cryo-Save's largest shareholder has used its rights under article 18.2 of Cryo-Save's articles of association to convene an EGM to be held on 9 September 2013. Thus giving Cryo-Save's board of directors a response time of 108 days as from Salveo's written request to convene an EGM, which Salveo deems to be a reasonable period.
Cryo-Save also stated that it believes that the appointment of Mr. Amar as CEO is likely to cause conflict of interests and loyalty issues referring to Mr. Amar's equity stake in Salveo Biotechnology, a Genève based private laboratory specialized in stem cells cryopreservation and cell culture founded in November 2011. Salveo Biotechnology competes with Cryo-Save in Italy, Romania, Spain and Switzerland. To address any potential conflicts of interest or loyalty issues, Salveo will reduce its equity stake in Salveo Biotechnology to a non-controlling interest prior to the EGM, and Mr. Amar has agreed to resign from the board of directors of Salveo and Salveo Biotechnology. Salveo is confident Cryo-Save's board of directors will benefit from shareholder representation and Mr. Amar's expertise and experience with regard to the stem cell storage business.
Mr. Frédéric Amar stated: "I would be delighted to join Cryo-Save as CEO and work collaboratively with the board of directors, including Mr. John Van Leeuwen, to create a culture of leadership dedicated to its customers and business partners. I am confident the board of directors will benefit from my experience as chief executive and my background in science, and I am committed to working with Cryo-Save's management team to unlock Cryo-Save's significant potential and value."
About Salveo Holding S.A.
Salveo Holding S.A., is a public limited liability company (société anonyme) under the laws of the Grand Duchy of Luxembourg, having its official seat in Luxembourg, Luxembourg, its office address at 127, Rue de Mühlenbach, L - 2168, Luxembourg, Luxembourg, and registered with the Luxembourg Commercial Register under number B 145379.
Enquiries: Salveo Holding S.A. Maica Perez, Communications Manager +41-58-1000-176 firstname.lastname@example.org