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Thallion Pharmaceuticals Inc.: Thallion Shareholder Vote to Be Held July 10, 2009 With a Record Date of June 10, 2009
MONTREAL, QUEBEC--(Marketwire - June 12, 2009) - Thallion Pharmaceuticals Inc. (TSX:TLN) ("Thallion") announced today that the Superior Court of Quebec has issued an interim order authorizing Thallion to hold a special meeting of the shareholders of Thallion, at which shareholders will be asked to approve the proposed plan of arrangement (the "Arrangement") involving the reorganization of Thallion and Premium Brands Income Fund ("Premium Brands") (TSX:PBI.UN), which was announced on June 3, 2009.
Thallion will hold a special meeting of shareholders at 10:00 a.m. (ET) on Friday, July 10, 2009 at the offices of McCarthy Tetrault LLP, Suite 2500, 1000, De La Gauchetiere Street West, Montreal, Quebec. The Court has fixed June 10, 2009 as the record date for determining the shareholders entitled to receive notice of and to vote at the Thallion special meeting.
At such meeting, Thallion shareholders will be asked to approve the Arrangement between Thallion and Premium Brands and, if the Arrangement is approved, the adoption of the New Thallion Stock Option Plan.
The management information circular of Thallion, as well as the related proxy forms and letter of transmittal, are expected to be mailed to the shareholders of Thallion on or about June 17, 2009.
For the Arrangement to be implemented (a) the Arrangement must be approved at the Thallion special meeting by a resolution passed by at least 66 2/3 percent of the votes cast by the shareholders of Thallion, and (b) at the Premium Brands special meeting of unitholders to be held on the same date as the Thallion special meeting, the Arrangement must be approved by a resolution passed by at least 66 2/3 percent of the votes cast by the unitholders of Premium Brands.
The Arrangement is also subject to the satisfaction or waiver of certain conditions set forth in the arrangement agreement dated June 2, 2009 between Thallion, Premium Brands, 4504011 Canada Inc. and 4504003 Canada Inc. (which can be found at [ www.sedar.com ]) and to the final approval of the Superior Court of Quebec. Assuming that all required shareholder and unitholder approvals are obtained, Thallion is expected to apply to the Court in July, 2009 for a final order in respect of the Arrangement. The date and time of presentation for the hearing of the application for final order before the Court will be announced by a news release which will be issued and posted on Thallion's website. Assuming that the final order is obtained and all other conditions precedent to the Arrangement are satisfied or waived, the Arrangement is expected to close in July, 2009.
About Thallion Pharmaceuticals Inc.
Thallion Pharmaceuticals Inc. (TSX:TLN) is a biotechnology company developing pharmaceutical products in the areas of oncology and infectious disease. Thallion has three clinical programs at the Phase II stage of development. The two oncology product candidates include TLN-4601, a novel anti-cancer therapy targeting the RAS-MAPK pathway, and TLN-232, a peptide therapy targeting the M2 isoform of the metabolic enzyme pyruvate kinase (M2PK), with potential efficacy in multiple oncology indications. TLN-4601 and TLN-232 are currently recruiting patients in their respective multi-centre, Phase II, North American clinical trials. Thallion's third product candidate, Shigamabs®, is a dual antibody product for the treatment of Shigatoxin producing E. coli bacterial infections. Additional information about Thallion can be obtained at [ www.thallion.com ].
Forward-Looking Statements
This press release contains certain forward-looking statements, including, without limitation, statements containing the words "believe", "may", "plan", "will", "estimate", "continue", "anticipate", "intend", "expect" and other similar expressions which constitute "forward-looking information" within the meaning of applicable Canadian securities laws. Forward-looking statements reflect Thallion's current expectation and assumptions, and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements involve risks and uncertainties including, but not limited to, the obtaining of court and other regulatory approvals and consents, the satisfaction of closing conditions, changing market conditions, the successful and timely completion of clinical studies, the establishment of corporate alliances, the impact of competitive products and pricing, new product development, uncertainties related to the regulatory approval process and other risks detailed from time-to-time in Thallion's ongoing filings with the Canadian securities regulatory authorities which filings can be found at [ www.sedar.com ]. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Thallion undertakes no obligation to publicly update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as required by applicable Canadian securities laws.