Notice To Convene Extraordinary General Meeting Regarding Extraordinary Dividend

In This Article:

HØRSHOLM, DK / ACCESS Newswire / June 3, 2025 / Gubra (CPH:GUBRA)

Notice to convene extraordinary GENERAL MEETING REGARDING EXTRAORDINARY DIVIDEND
GUBRA A/S
CVR NO. 30 51 40 41

To the shareholders of Gubra A/S (CVR no. 30 51 40 41), notice is hereby given to convene an extraordinary general meeting of Gubra A/S (the " Company " or " Gubra ") to be held on:

Friday 27 June2025 AT 12:00 AM (CEST)
GUBRA A/S
HØRSHOLM KONGEVEJ 11B
DK-2970 HØRSHOLM

Given the limited agenda, shareholders are encouraged to submit their votes in advance of the extraordinary general meeting, either by proxy or postal vote, rather than attending in person.
-oOo-

Item 1 - Distribution of extraordinary dividends
Proposal:
The only item on the agenda is a resolution to distribute extraordinary dividends to the Company's shareholders.

The board of directors proposes that the extraordinary general meeting (the " General Meeting ") approves a distribution of extraordinary cash dividends to the Company's shareholders in the amount of DKK 1,000 million, corresponding to DKK 61.2 (rounded) per share of a nominal value of DKK 1.

Gubra's business model and competitive advantage is focused on the early stages of drug development encompassing both a pre-clinical contract service business (CRO services) and a peptide discovery business with the aim to enter into partnerships with pharma and biotech companies (Discovery & Partnerships). Following the most recent partnership on Gubra's Amylin drug candidate for obesity treatment in 2025, Gubra gained significant financial flexibility beyond its need to fund and realize its business strategy for the coming years. Therefore, an extraordinary dividend of DKK 1 billion is proposed.

An interim balance sheet reviewed by the Company's auditor, PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab (PwC), will be made available at www.gubra.dk under the Investor section in advance of the General Meeting.

The interim balance sheet shows that sufficient distributable reserves are available for the proposed distribution of dividends.

The board of directors has assessed that:
(i) the Company have sufficient free reserves available for the distribution and that there will be coverage for the share capital and the reserves that are non-distributable under a statute or the Company's articles of association following the completion of the distribution;
(ii) the dividend amount does not exceed an amount which is justifiable in consideration of the financial position of the Company and the Company's group; and
(iii) the distribution of the dividends would not be detrimental to the Company or its creditors.