DGAP-News: Notice to Convene Extraordinary General Meeting

Topotarget

03.08.2011 16:20
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Notice is hereby given that an extraordinary general meeting of Topotarget A/S
will be held on:

29 August 2011 at 12.00 CET.

The extraordinary general meeting will be held at:

Symbion

Fruebjergvej 3

DK-2100 CopenhagenØThe items on the agenda for the extraordinary general meeting will be

1. Election of board members and
2. Authority to the chairman of the extraordinary general meeting

Re. 1 – Election of board members

The purpose of the extraordinary general meeting is the election of two
additional members of the board of directors. The board of directors has
concluded a process of identifying additional board members and are happy to be
able to propose election of Dr. Gisela Schwab and Dr. Karsten Witt to the
board. Both are proposed to be elected for a period until the next annual
general meeting in the Company. None of the members of the board of directors
will resign in connection with the election.

Dr. Gisela Schwab is Executive Vice President Development and Chief Medical
Officer at Exelixis, Inc., South San Francisco, US. Prior to joining Exelixis,
Inc. in the year 2006 Dr. Schwab served as Senior Vice President and Chief
Medical Officer at Abgenix Inc., Fremont, US and was employed in several
positions at Amgen, Inc., US following their acquisition of Abgenix. Dr. Schwab
is Doctor of Medicine from University of Heidelberg with Board Certification in
Internal Medicine and Hematology/Oncology. She has great experience within the
pharmaceutical industry in managing early and late stage development activities
(target selection, preclinical, pharmacokinetic, clinical and regulatory
development) of biotechnological compounds and small molecules, leading to
worldwide product registration (17+ years experience). Furthermore she holds
great experience in filing of INDs and BLAs/MAAs and in building and managing
development teams ranging from several to 150+ people. Dr. Schwab is presenter
and author of numerous preclinical and clinical study results and book
chapters.

Dr. Karsten Witt was until recently Sr. Vice President Pharmaceutical
Operations at OSI Pharmaceuticals, Inc., Melville, US, which he joined in 2002.
Here he was intimately involved in the development of small-molecule targeted
oncology therapies including the EGFR inhibitor Tarceva(R) (erlotinib) which is
being co-developed with Roche and Genentech. Dr. Witt served as a member of the
Tarceva Tripartite Global Development Committee since 2007. Prior to joining
OSI Pharmaceuticals, Inc., he served as Sr. Director of Clinical Research&Drug Safety at NeXstar Pharmaceuticals and Gilead Sciences Inc. Dr. Witt is
Doctor of Medicine from University of Copenhagen. He has been involved in
successful filing of 6 oncology INDs, 3 lung cancer filings and one filing for
pancreatic cancer all leading to approval by the FDA and EMA, as well as 2
BLA/sBLA filings for hepatitis C, and one NDA for hepatitis B resulting in
regulatory approvals in the US and Europe. Dr. Witt is presenter and author of
numerous publications.

Re. 2 – Passing of a resolution giving authority to the chairman of the general
meeting

The board of directors proposes that the chairman of the meeting or a
substitute duly appointed by him be authorised to apply for registrationof the
resolutions passed and to make any such amendments thereto as may be required
by the Danish Commerce and Companies Agency as a condition for registration or
approval.

–oo0oo–

The adoption of the board of directors– proposals are adopted by a simple
majority of the votes cast.

The Company–s nominal share capital currently amounts to DKK 132,652,050
consisting of 132,652,050 shares of DKK 1 nominal value each. At general
meetings, each share amount of DKK 1 nominal value carries one vote. The
shareholders exercise their financial rights through their own deposit banks.

Information: The following information is available at the Company–s website
www.topotarget.com as of 3 August 2011:

— This convening notice with the agenda and the complete proposed
resolutions.
— The forms used when voting by proxy and by mail

The convening notice will also be forwarded in writing to all shareholders
recorded in the Register of Owners who have requested such notification.

Shareholders can ask questions to the Company in writing regarding the agenda
and/or the documents prepared for the extraordinary general meeting.

Date of registration: The shareholders– right to vote at the extraordinary
general meeting or to vote by mail in relation to the shareholders– shares is
determined in relation to the shares held by the shareholders at the date of
registration. The date of registration is 22 August 2011.

After the date of registration, a calculation is made of the shares which each
shareholder owns at the date of registration. The calculation takes place on
the basis of registrations of shares made in the Register of Owners on the
registration date as well as notifications concerning ownership which the
Company has received on the registration date with a view to update the
ownership in the Register of Owners. In addition, participation is conditional
on the shareholder having obtained an admission card in due time as described
below.

Admission card: Access to the extraordinary general meeting is conditional on
the shareholder having requested an admission card not later than 25 August
2011 at 23.59 CET. Admission cards are requested by contacting Computershare
A/S, Kongevejen 418, DK-2840 Holte by mail or by fax: +45 45 46 09 98.
Alternatively, via www.topotarget.com. Please note that requested admission
cards are not forwarded until the last week before the extraordinary general
meeting.

Proxy: Submission of proxy for the extraordinary general meeting may take place
through Computershare A/S. Proxy forms can be downloaded from the website of
the Company, www.topotarget.com and must be forwarded to Computershare A/S,
Kongevejen 418, DK-2840 Holte by mail or by fax no. + 45 45 46 09 98.
Computershare must receive completed proxy forms no later than 25 August 2011
at 23.59 CET.

Voting by mail: Shareholders may – instead of voting at the extraordinary
general meeting – choose to vote by mail, i.e. voting in writing prior to the
holding of the extraordinary general meeting. Any shareholder who chooses to
vote by mail shall send the absentee vote to Computershare A/S, Kongevejen 418,
DK-2840 Holte, by mail or by fax no. + 45 45 46 09 98 so that Computershare
receives the absentee vote no later than 26 August 2011 at 16.00 CET. An
absentee vote cannot be withdrawn. Absentee voting forms can be downloaded from
the website of the Company, www.topotarget.com.

Topotarget A/S

For further information, please contact:

Francois Martelet, CEO Direct: +45 39 17 83 41; Mobile: +45 51
32 83 41

Anders Vadsholt, CFO Direct: +45 39 17 83 45; Mobile: +45 28
98 90 55

Background information

About Topotarget

Topotarget (NASDAQ OMX: TOPO.CO) is an international biotech company
headquartered in Denmark, dedicated to improve cancer therapies. In
collaboration with Spectrum Pharmaceuticals, Inc. Topotarget currently focuses
on the development in pivotal studies of its lead drug candidate, belinostat,
which has demonstrated a clear anti-neoplastic effect in both hematological
malignancies and solid tumors. Belinostat can be used in combination with full
doses of other chemotherapeutic agents, and is currently in a pivotal trial
within PTCL (peripheral T-cell lymphoma) and phase II in cancer of other
unknown primary site (CUP). Topotarget–s cancer drug targets are HDAC, NAD+,
and topoisomerase II. Totect(R) is a product on the market developed from
Topotarget–s drug discovery technology. Totect(R) is marketed by the company–s
own sales specialists in the US. For more information, gplease refer to
www.topotarget.com.

Topotarget Safe Harbour Statement

This announcement may contain forward-looking statements, including statements
about our expectations of the progression of our preclinical and clinical
pipeline including the timing for commencement and completion of clinical
trials and with respect to cash burn guidance. Such statements are based on
management–s current expectations and are subject to a number of risks and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements. Topotarget cautions investors that
there can be no assurance that actual results or business conditions will not
differ materially from those projected or suggested in such forward-looking
statements as a result of various factors, including, but not limited to, the
following: The risk that any one or more of the drug development programs of
Topotarget will not proceed as planned for technical, scientific or commercial
reasons or due to patient enrollment issues or based on new information from
non-clinical or clinical studies or from other sources; the success of
competing products and technologies; technological uncertainty and product
development risks; uncertainty of additional funding; Topotarget–s history of
incurring losses and the uncertainty of achieving profitability; Topotarget–s
stage of development as a biopharmaceutical company; government regulation;
patent infringement claims against Topotarget–s products, processes and
technologies; the ability to protect Topotarget–s patents and proprietary
rights; uncertainties relating to commercialization rights; and product
liability exposure; We disclaim any intention or obligation to update or revise
any forward-looking statements, whether as a result of new information, future
events, or otherwise, unless required by law.

03.08.2011 Dissemination of a Corporate News, transmitted by DGAP –
a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

DGAP–s Distribution Services include Regulatory Announcements,
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Media archive at www.dgap-medientreff.de and www.dgap.de

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Language: English
Company: Topotarget

Denmark
Phone:
Fax:
E-mail:
Internet:
ISIN: DK0060003556
WKN:

End of Announcement DGAP News-Service

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