TNI BioTech Announces Results of Annual Shareholders Meeting
ORLANDO, Fla. and DUBLIN, Sept. 9, 2014 /PRNewswire/ -- TNI BioTech, Inc. (OTC-BB: TNIB) ("we" or the "Company"), a biotechnology company pioneering the manufacturing and marketing of innovative therapies for autoimmune diseases in emerging nations, today announced the results of its 2014 annual general meeting of shareholders.
The shareholders of the Company have approved all the matters submitted to them at the Company's 2014 annual general meeting held at 10:00 a.m., Eastern Daylight Time, on Thursday, September 4, 2014. A total of 68,872,388 shares were represented in person or by proxy at the Company's 2014 annual general meeting, representing a quorum of approximately 76.24% of the Company's outstanding shares. During the meeting, the following resolutions were duly passed:
(i) Election of members of the Board of Directors, to serve a term until the 2015 Annual Meeting of Shareholders and until their successors are duly elected and qualified;
(ii) Ratification of the appointment of Turner Stone & Company LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014;
(iii) Approval of the Company's 2014 Stock Incentive Plan; and
(iv) Approval of the name change of the Company to Immune Therapeutics, Inc.
Ms. Noreen Griffin, the Company's CEO and Chairman, stated, "On behalf of management, I would like to thank shareholders for their support and confidence in TNI BioTech, Inc. We will continue to focus on enhancing shareholder value through our strategic plan of the manufacturing, marketing and distribution of our immunotherapies for the treatment of cancer, HIV/AIDS and autoimmune diseases in emerging and developing nations."
Ms. Griffin announced that in addition to the election of four new members to the Company's Board of Directors, the Company is in the process of appointing a search committee to find a new CEO and COO for the Company. Ms. Griffin stated, "Mr. Pearce and I will continue to be involved in the company but feel the role of CEO and COO could be better served by an individual with an extensive background in manufacturing, marketing and distribution in the pharmaceutical industry in emerging and developing nations."
The transcript of the Company's 2014 shareholder meeting will be available online for a limited time at: www.tnibiotech.com.
CYTOCOM INC. SPIN OUT
We have received numerous calls concerning the Cytocom Inc. dividend and below is additional information for shareholders.
Our shareholders will receive one common share of Cytocom Inc. for every one share of Company common stock held by such shareholders as of 5:00 p.m., Eastern Time, on September 30, 2014, which is the "record date" for the distribution.
However, to the extent that a shareholder of the Company sells a portion or all of that stockholder's shares of our common stock prior to the record date, such stockholder also will be pro-rata selling the right to receive common shares of Cytocom Inc. through the distribution.
To receive the Cytocom Inc. share dividend, all shareholders must surrender all existing share certificates to the Company's transfer agent. Shares in Street Name will need to be in the name of the shareholder when presented to the transfer agent for the dividend.
The below link will provide a sample letter to brokers that can be sent to your broker to convert your shares back into certificate form : http://www.tnibiotech.com/investor-relations/letter-of-instruction-to-broker
When shareholders present their Company share certificates to our transfer agent, our transfer agent will then send to each such shareholder proof of Cytocom Inc. common stock ownership, as of the record date. Cytocom Inc. shares will be kept in book entry until a Registration Statement on Form S-1 is declared effective by the Securities and Exchange Commission unless a shareholder requests differently. Once the transfer agent books the ownership of Cytocom Inc. common stock, as of September 30, 2014, the Company share certificates will be returned to the shareholder.
About the Company
The Company is a biotechnology company working to combat chronic, life-threatening diseases through the activation and modulation of the body's immune system using our patented immunotherapy. Our products and immunotherapy technologies are designed to harness the power of the immune system to improve the treatment of cancer, infections such as HIV/AIDS, chronic inflammatory diseases, and autoimmune diseases.
Our proprietary technology, therapies and patents include the treatment of a wide range of cancers. Our most advanced clinical programs involve immunotherapy with met-enkephalin ("MENK") (sometimes referred to as opioid growth factor) and our Low Dose Naltrexone product ("LDN") or Lodonal™, which have been shown to stimulate the immune system even in patients with advanced cancer.
Even though Management considers any condition that results in altered-immune response a target for investigation, the Company will most likely pursue additional investigations for MENK and LDN as valuable candidates in the treatment of autoimmune states such as rheumatoid arthritis and multiple sclerosis; as an adjunct in cancer patients undergoing chemotherapy, radiation treatments or surgery; and as a complement to antibiotics in the treatment of a variety of infectious diseases, including patients with HIV/AIDS, in combination with retroviral drug therapy.
About Airmed Biopharma Limited
Airmed Biopharma Limited, a wholly owned Irish company, is the pharmaceutical sales division of the Company. Airmed Biopharma Limited is responsible for servicing sales orders for Lodonal™ where the Company has received sales approval in Latin America and Africa.
About Cytocom Inc.
Cytocom Inc. is a biotechnology company that will initially focus on developing LDN (Lodonal™) and MENK in the investigation of unmet medical needs in the areas of oncological and inflammatory diseases.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This press release and the statements of representatives and partners of the Company and its subsidiaries (collectively, "TNI BioTech") related thereto include various "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which represent TNI BioTech's expectations or beliefs concerning future events. Statements containing expressions such as "plan," "project," "potential," "seek," "may," "will," "expect," "believe," "anticipate," "intend," "could," "estimate" or "continue" used in TNI BioTech's press releases and in TNI BioTech's filings with the Securities and Exchange Commission as well as Disclosure Statements and Reports filed with the Over The Counter Markets through the OTC Disclosure and News Service are intended to identify forward-looking statements. All forward-looking statements involve assumptions and significant risks and uncertainties. Readers are cautioned that certain important factors may affect TNI BioTech's actual results and could cause such results to differ materially from any forward-looking statements that may be made in this news release, and thus readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date thereof. Actual results may differ significantly from those set forth in the forward-looking statements. TNI BioTech undertakes no obligation to publicly release any revisions to such forward-looking statements to reflect events or circumstances after the date hereof.
For further information, please see http://www.tnibiotech.com.
Contact: Dennis S. Dobson, 203-258-0159
SOURCE TNI BioTech, Inc.
Source: PR Newswire (September 9, 2014 - 6:15 AM EDT)
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TNI BioTech Inc., provides 2nd Notice of Annual Meeting September 4, 2014
ORLANDO, Fla., Aug. 18, 2014 /PRNewswire/ -- TNI BioTech, Inc. (OTC-BB: TNIB) ("we" or the "Company") a biotechnology company pioneering the manufacturing and marketing of innovative therapies for autoimmune diseases in emerging nations, announced today that the Company is providing a second notice of TNI BioTech's annual meeting of September 4, 2014.
In making the announcement, Noreen Griffin, founder and CEO of TNI BioTech Inc. said, "Thank you in advance for your participation in the Annual Meeting. On behalf of our employees and Board of Directors, I would like to express our appreciation for your continued interest in TNIB. In addition the Company has received numerous calls from shareholders concerning voting for the annual meeting to be held September 4, 2014.
"If you have received your packet, and will not be able to attend the meeting in person, please mail in your proxy and ballot as soon as possible. We have received a very limited amount of proxy and ballots via mail to date.
"We have elected to provide access to our proxy materials over the Internet under the Securities and Exchange Commission's 'notice and access' rules. On or about July 22, 2014, we mailed certain of our stockholders a Notice of Internet Availability of Proxy Materials, or Internet Notice, containing instructions on how to access our 2014 proxy statement and annual report and instructions on how to vote online, by telephone or request a paper copy of our proxy materials. Our proxy statement and annual report are available on our website at www.tnibiotech.com/investor-relations/proxy-statements.
"Only stockholders of record at the close of business on July 15, 2014, are entitled to notice of and to vote at the Annual Meeting and at any adjournment or postponement thereof.
TNI BioTech, Inc., Announces an Extension to the Record Date of its wholly owned subsidiary, Cytocom Inc., and Dividend now Set for September 30, 2014
ORLANDO, Fla., Aug. 14, 2014 /PRNewswire/ -- TNI BioTech, Inc. (OTC-BB: TNIB) ("we" or the "Company") a biotechnology company pioneering the manufacturing and marketing of innovative therapies for autoimmune diseases in emerging nations, announced today that the Company is extending the record date of the dividend of Cytocom Inc., shares to all shareholders of the Company to September 30th, 2014.
The Company will pay out a dividend of one share of Cytocom Inc. for one share of the Company. Our shareholders as of the record date will continue to own shares in the Company in the same form and in the same quantity as of the record date.
To receive the Cytocom Inc. share dividend, all shareholders must surrender all existing share certificates to the Company's transfer agent. There is no electronic transfer so shareholders must obtain certificates of the Company and turn them into our transfer agent. If a shareholder turns its share certificate(s) into our transfer agent, our transfer agent will then send to such shareholder a Cytocom Inc. Certificate showing the ownership of Cytocom Inc. shares and will return the Company certificate(s) showing the ownership of Company shares owned on the record date.
Reasons for the extension are as follows: