DGAP-News: CytoTools positions itself for the admission of new investors by extending the agenda of the coming general meeting

CytoTools positions itself for the admission of new investors by extending the agenda of the coming general meeting


- Postponement of the Annual General Meeting for comprehensive preparation of strategic steps

- Extension of the agenda by new authorized capital

- New strategic and institutional investors support the company's current course

Darmstadt, 15 October 2020 - CytoTools AG (ISIN DE000A0KFRJ1), a biotechnology holding company specializing in pharmaceutical and medical products, will, after discussions with new strategic and institutional investors, extend the agenda of its forthcoming Annual General Meeting and re-invite the meeting. Accordingly, the company will propose to the Annual General Shareholders' Meeting the creation of new authorized capital in order to create room for maneuver for the long-term financing of the holding.

"In the course of our last capital measure to finance the phase III studies of DermaPro in Europe, our shareholder, Heidelberger Beteiligungsholding, tried by legal means to prevent the registration of the capital increase involving the Klocke Group in CytoTools", explains Dr. Mark-Andre Freyberg, CEO of CytoTools AG. "Furthermore, in recent weeks we have received confirmation from investors and shareholders that persons acting on behalf of this group are deliberately using false representations in order to persuade shareholders of CytoTools AG to vote for a removal of the Supervisory Board and a vote of no confidence in the Management Board at the forthcoming General Meeting. We must now create transparency in the interest of all shareholders so that such behavior by individual shareholders does not harm the company and its other shareholders."

In the years prior to the recent market entry of its central active substance DPOCL in India, the activist investor group around Heidelberger Beteiligungsholding and Delphi Unternehmensberatung took an increased stake in CytoTools AG, initially as part of a capital measure and via the market. "Promises on the part of Delphi to provide the company with further urgently required capital were from now on repeatedly not kept and at the same time capital measures with other investors were hindered", continued Dr. Mark-Andre Freyberg. "In this way, important corporate decisions were delayed and the initiation of important development steps was blocked. As has now been proven several times, everything was done with the aim of gaining control of the company in order to then - at the risk of disadvantages for the company and our majority shareholders - make use of it".

In the last few weeks CytoTools has succeeded in winning new strategic and institutional investors for the company, so that it was able to recapitalize itself sufficiently within a short time. The financial means for the European phase III study of the wound healing drug DermaPro have been secured and the start of the study is imminent. "In recent weeks numerous new investors have put their investment behind the current strategic course of our company", Dr. Mark-Andre Freyberg continued. "With an adjustment to the agenda we will now take important steps to be able to secure financing for this course in the future. By attending the upcoming Annual General Meeting and exercising their voting rights, our shareholders can also ensure that no single grouping can again influence the company's share price to the benefit of their individual interests and to the detriment of the other shareholders".

Accordingly, CytoTools AG is postponing its Annual General Meeting scheduled for 21 October 2020 to 3 December 2020, against the background of the extension of the agenda in order to create new authorized capital of up to approximately 2 million Euro. This is intended to give the company the necessary financial leeway to flexibly obtain equity capital from investors if necessary and thus to develop the application of DPOCL for further indications and to initiate a Phase III study of DermaPro in the USA. The invitation to the Annual General Meeting in due form and time will be published in the Bundesanzeiger on 16 October 2020.

"For the coming Annual General Meeting on 3 December 2020, we, the Management Board and Supervisory Board of the company, appeal to our shareholders to make use of their voting rights", concluded CEO Dr. Freyberg. "This is the only way to prevent individual activist investors with only one quarter of all voting shares from asserting their own interests to the detriment of the majority of shareholders.

Further information about CytoTools AG, its subsidiaries and the active substance pipeline of the holding company is available on the company website www.cytotools.de.

Contact:

CytoTools AG

Ingo Middelmenne

Investor Relations

Mobile: +49-174-9091190

Email: [email protected]

About CytoTools:

CytoTools AG is a German biotechnology holding company which translates results from basic cell biological research on cell growth and programmed cell death into new forms of therapy for the causal treatment of disease and healing. CytoTools' versatile product pipeline includes self-developed chemical compounds and biopharmaceuticals which have the potential to offer new treatment options in dermatology, cardiology, urology and oncology. CytoTools is structured as a technology holding and investment company and has holdings in the subsidiaries DermaTools Biotech GmbH (62 %) and CytoPharma GmbH (50 %).

Disclaimer
This release contains certain forward-looking statements. These reflect the opinion of CytoTools as of the date of this release. The results actually achieved by CytoTools may differ considerably from the statements made in the future-oriented statements. CytoTools is not obliged to update forward-looking statements.