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HSCI’s Extraordinary General Shareholders’ Meeting Approves Investment Agreement with RVC Biofund and Associated Transactions

Moscow – 3 April 2014.   The Human Stem Cells Institute (“HSCI”, MOEX: ISKJ), one of Russia’s leading biotech companies, announces the results of its Extraordinary General Shareholders’ Meeting (EGSM).

HSCI’s EGSM was held via absentee voting with 27 March 2014 being the final day for submission of voting bulletins. In accordance with a decision of the Board of Directors, the date of record for determining eligibility to participate in the EGSM was February 17, 2014.

The EGSM’s agenda focused one issue – “The approval of a related-party transaction and other associated transactions”. The EGSM was asked to provide final corporate approval of an investment agreement between HSCI and RVC Biofund and other transactions related to the process of the execution of this agreement.

As a resulting of the EGSM’s vote on 27 March 2014 the investment agreement signed on 17 February 2014 was approved and thus came into force.

The investment agreement stipulates the conditions and procedures for the joint realization (including financing) of a project to create in Russia a network of Genetico medical centers for the development of personalized medicine based on the principle of an individualized approach to the prevention, diagnosis and treatment of reproductive and genetic disorders.

The project is being implemented through a subsidiary of HSCI – the Regenerative and Genetic Medical Center of the Human Stem Cells Institute (RGMC HSCI LLC) – in which RVC Biofund will become a participant.

The total volume of project financing over the course of the first two years will be RUB 309.2 million. The share of financing provided by HSCI will be RUB 206.2 million, including nonmonetary contributions to the project company by HSCI (property, property rights, intellectual property rights), the value of which was determined by an independent appraiser.

In addition to the development of the services of the Russia-wide network of Genetico medical centers (offering services of genetic diagnostics and consulting as well as reproductive cell and tissue banking), the agreement also stipulates that one of the focus areas of the project company will be the provision of infrastructure services to third parties with the aim of facilitating the commercialization of innovations in the sphere of biotechnology, pharmaceuticals and ,medicine.

For more information, see HSCI’s press release from 19 February 2014 announcing the signing of the deal: HSCI and RVC Biofund Sign Investment Agreement on Implementation of Joint Project in Medical Genetics and Reproductive Medicine.

Full Version of the Press Release (346 kb)

03 April 2014