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| CIK | 1836379 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to VectivBio Holding AG
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| February 14, 2024 |
VECT / VectivBio Holding AG / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* VectivBio Holding AG (Name of Issuer – as specified in its charter) Ordinary Shares, nominal value CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriat |
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| July 25, 2023 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023 POS AM As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023 POS AM As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023 POS AM As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. |
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| July 17, 2023 |
Exhibit 1.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 39 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose o |
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| July 17, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of July 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| July 10, 2023 |
OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2024 Estimated average burden hours per response 1. |
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| July 7, 2023 |
VECT / VectivBio Holding AG / IRONWOOD PHARMACEUTICALS INC - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number) John Minardo Ironwood Pharmaceuticals, Inc. Senior Vice President, Chief Legal Officer and Secretary |
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| June 29, 2023 |
Ironwood and VectivBio Announce the Completion of the Tender Offer for VectivBio Shares Exhibit (a)(5)(L) FOR IMMEDIATE RELEASE Ironwood and VectivBio Announce the Completion of the Tender Offer for VectivBio Shares BOSTON and BASEL, Switzerland – June 29, 2023 – Ironwood Pharmaceuticals, Inc. |
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| June 29, 2023 |
Ironwood and VectivBio Announce the Completion of the Tender Offer for VectivBio Shares EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Ironwood and VectivBio Announce the Completion of the Tender Offer for VectivBio Shares BOSTON and BASEL, Switzerland – June 29, 2023 – Ironwood Pharmaceuticals, Inc. (“Ironwood”) (Nasdaq: IRWD), a GI-focused healthcare company, and VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a global clinical-stage biopharmaceutical company pioneering novel, trans |
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| June 29, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| June 29, 2023 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) Ironwood Pharmaceuticals, Inc. (Name of Filing Person—Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H |
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| June 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) Ironwood Pharmaceuticals, Inc. (Name of Filing Person—Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H |
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| June 26, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| June 26, 2023 |
VectivBio Extraordinary General Meeting of Shareholders Approved All Proposals Exhibit 99.1 VectivBio Extraordinary General Meeting of Shareholders Approved All Proposals BASEL, Switzerland – June 26, 2023 – VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a global clinical-stage biopharmaceutical company pioneering novel, transformational treatments for severe rare gastrointestinal conditions, announced that today’s extraordinary general meeting approved each of the propo |
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| June 26, 2023 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) Ironwood Pharmaceuticals, Inc. (Name of Filing Person—Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H |
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| June 20, 2023 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) |
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| June 16, 2023 |
EX-99.1 Exhibit 99.1 Ironwood and VectivBio Announce Expiration of Hart-Scott-Rodino Waiting Period for Proposed Acquisition of VectivBio BOSTON and BASEL, Switzerland – June 16, 2023 – Ironwood Pharmaceuticals, Inc. (“Ironwood”) (Nasdaq: IRWD), a GI-focused healthcare company, and VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a global clinical-stage biopharmaceutical company pioneering novel |
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| June 16, 2023 |
Exhibit (a)(5)(K) FOR IMMEDIATE RELEASE Ironwood and VectivBio Announce Expiration of Hart-Scott-Rodino Waiting Period for Proposed Acquisition of VectivBio BOSTON and BASEL, Switzerland – June 16, 2023 – Ironwood Pharmaceuticals, Inc. |
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| June 16, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) IRONWOOD PHARMACEUTICALS, INC. (Name of Filing Person — Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP |
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| June 16, 2023 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) |
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| June 5, 2023 |
6-K 1 d416705d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Addres |
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| June 5, 2023 |
To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting EX-99.1 Exhibit 99.1 To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting Date and Time: Monday, June 26, 2023, at 11:00 a.m. CEST / 5:00 a.m. EDT (doors open at 10:45 a.m. CEST / 4:45 a.m. EDT) Location: Memox (meeting room “small space”), Elisabethenstrasse 15, 4051 Basel, Switzerland Dear Shareholders, We are pleased to invite you to the Extraordinary Gene |
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| June 5, 2023 |
VECT / VectivBio Holding AG / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number) May 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| June 2, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| June 2, 2023 |
Exhibit 1.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 39 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose o |
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| May 31, 2023 |
Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Registered Ordinary Shares of VECTIVBIO HOLDING AG at $17. |
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| May 31, 2023 |
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT EX-99.(e)(12) Exhibit (e)(12) AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of May 11, 2023, by and between VectivBio US, Inc. (the “Company”), and Kevin Harris (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”). R E C I T A L S WHEREAS, the Company d |
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| May 31, 2023 |
Confidentiality Agreement VECTIVBIO HOLDING AG NON-DISCLOSURE AGREEMENT EX-99.(e)(2) Exhibit (e)(2) Confidentiality Agreement VECTIVBIO HOLDING AG NON-DISCLOSURE AGREEMENT This Non-Disclosure Agreement (this “Agreement”) is entered into between VectivBio Holding AG, a stock corporation (Aktiengesellschaft) incorporated and existing under the laws of Switzerland, having its registered office at Aeschenvorstadt 36, 4051 Basel, Switzerland, and registered with the commer |
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| May 31, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-T (Rule 14d-100) VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) IRONWOOD PHARMACEUTICALS, INC. |
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| May 31, 2023 |
Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Registered Ordinary Shares of VECTIVBIO HOLDING AG at $17. |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) IRONWOOD PHARMACEUTICALS, INC. (Name of Filing Person — Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP |
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| May 31, 2023 |
Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). |
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| May 31, 2023 |
EX-99.(e)(14) Exhibit (e)(14) Confidential Employment Agreement dated as of May 11, 2023 by and between VectivBio AG Aeschenvorstadt 36, 4051 Basel, Switzerland (hereinafter the Company) and Omar Khwaja (hereinafter the Manager) [***] (Company and Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) Employment Agreement between VectivBio AG and Omar |
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| May 31, 2023 |
EX-99.(e)(16) Exhibit (e)(16) Confidential Employment Agreement dated as of May 11, 2023 by and between VectivBio AG (hereinafter the Company) Aeschenvorstadt 36, 4051 Basel, Switzerland and Alain Bernard (hereinafter the Manager) [***] (Company and Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) Employment Agreement between VectivBio AG and Ala |
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| May 31, 2023 |
SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 31, 2023 |
VECTIVBIO HOLDING AG NON-DISCLOSURE AGREEMENT EX-99.(D)(2) 8 tm2316414d3ex99-d2.htm EXHIBIT 99.(D)(2) Exhibit 99.(d)(2) VECTIVBIO HOLDING AG NON-DISCLOSURE AGREEMENT This Non-Disclosure Agreement (this "Agreement") is entered into between VectivBio Holding AG, a stock corporation (Aktiengesellschaft) incorporated and existing under the laws of Switzerland, having its registered office at Aeschenvorstadt 36, 4051 Basel, Switzerland, and regist |
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| May 31, 2023 |
EX-99.(e)(15) Exhibit (e)(15) Confidential Employment Agreement dated as of May 11, 2023 by and between VectivBio AG Aeschenvorstadt 36, 4051 Basel, Switzerland (hereinafter the Company) and Luca Santarelli (hereinafter the Manager) [***] (Company and Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) Employment Agreement between VectivBio AG and L |
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| May 31, 2023 |
EX-99.(e)(11) Exhibit (e)(11) HIGHLY CONFIDENTIAL April 29, 2023 Luca Santarelli, M.D. Chief Executive Officer VectivBio Holding AG Aeschenvorstadt 36 4501 Basel, Switzerland Re: Exclusivity Agreement Dear Mr. Santarelli, This letter confirms our agreement with respect to the matters set forth below in connection with a potential negotiated transaction (the “Transaction”) between VectivBio Holding |
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| May 31, 2023 |
TABLE OF CONTENTS Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Registered Ordinary Shares of VECTIVBIO HOLDING AG at $17. |
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| May 31, 2023 |
Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Registered Ordinary Shares of VECTIVBIO HOLDING AG at a price per share equal to $17. |
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| May 31, 2023 |
Exhibit 99.(d)(4) HIGHLY CONFIDENTIAL April 29, 2023 Luca Santarelli, M.D. Chief Executive Officer VectivBio Holding AG Aeschenvorstadt 36 4501 Basel, Switzerland Re: Exclusivity Agreement Dear Mr. Santarelli, This letter confirms our agreement with respect to the matters set forth below in connection with a potential negotiated transaction (the “Transaction”) between VectivBio Holding AG (the “Co |
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| May 31, 2023 |
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT EX-99.(E)(13) 5 d490576dex99e13.htm EX-99.(E)(13) Exhibit (e)(13) AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of May 11, 2023, by and between VectivBio US, Inc. (the “Company”), and Scott Applebaum (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”). |
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| May 31, 2023 |
EX-99.(e)(18) Exhibit (e)(18) Confidential Employment Agreement dated as of May 11, 2023 by and between VectivBio AG Aeschenvorstadt 36, 4051 Basel, Switzerland (hereinafter the Company) and Christian Meyer (hereinafter the Manager) [***] (Company and Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) Employment Agreement between VectivBio AG and C |
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| May 31, 2023 |
Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY to Tender Registered Ordinary Shares of VECTIVBIO HOLDING AG at at a price per share equal to $17. |
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| May 31, 2023 |
EX-99.(e)(17) Exhibit (e)(17) Confidential Employment Agreement dated as of May 11, 2023 by and between VectivBio AG (hereinafter the Company) Aeschenvorstadt 36, 4051 Basel, Switzerland and Claudia D’Augusta (hereinafter the Manager) [***] (Company and Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) Employment Agreement between VectivBio AG and |
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| May 26, 2023 |
VECT / VectivBio Holding AG / Novo Holdings A/S - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP Number) May 25, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number of |
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| May 26, 2023 |
Exhibit 99.1 Ironwood’s Corporate Values OUR VISION To Become the Leading Gastrointestinal Healthcare Company OUR MISSION To advance the treatment of GI 9 diseases and redefine the standard of care for GI patients Ironwood Summary From Q1 2023 Earnings Call (May) Integrated pipeline 10 CONFIDENTIAL ® Linzess Overview st • 1 product approved by the FDA in a class guanylate cyclase type C agonists • |
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| May 24, 2023 |
EX-99.1 2 ss2112018ex9901.htm JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated May 21, 2023, with respect to the ordinary shares of VectivBio Holding AG is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Each of the un |
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| May 24, 2023 |
VECT / VectivBio Holding AG / ORBIMED ADVISORS LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Issuer) ORDINARY SHARES (Title of Class of Securities) H9060V101 (CUSIP Number) OrbiMed Advisors LLC OrbiMed Capital GP V LLC OrbiMed Capital GP VII LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (Name, Addre |
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| May 23, 2023 |
IRWD Tom McCourt Bloomberg Interview Transcript 5.23.23 Exhibit 99.3 IRWD Tom McCourt Bloomberg Interview Transcript 5.23.23 Janet: Ironwood is paying about a billion dollars for a clinical-stage Swiss biopharma called VectivBio. Ironwood is looking to expand its portfolio of drugs to treat gastrointestinal diseases. I sat down with CEO Tom McCourt just after the deal was announced. Tom: Ironwood has been around now for 14 years. Our primary focus is i |
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| May 23, 2023 |
Video of Tom McCourt, speaking to VectivBio Employees Exhibit 99.2 Video of Tom McCourt, speaking to VectivBio Employees Date: May 23, 2023 Hello VectivBio. My name is Tom McCourt and I am the CEO of Ironwood Pharmaceuticals. Yesterday, as you all know, we announced our intention to acquire VectivBio. I want to let you know just how excited we are to have the opportunity to work with such a talented team. And this is even more exciting for our patien |
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| May 23, 2023 |
Subject Line: Greetings from Ironwood CEO Tom McCourt Exhibit 99.1 Subject Line: Greetings from Ironwood CEO Tom McCourt Send date: 5/23/23 VectivBio team, On behalf of the entire Ironwood team, I want to extend a heartfelt and excited welcome! As you heard yesterday, VectivBio and Ironwood have officially entered into an agreement, under which Ironwood agreed to acquire VectivBio. This is an incredibly exciting time for both of our companies … provi |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) Ironwood Pharmaceuticals, Inc. (Name of Filing Person—Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP N |
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| May 22, 2023 |
EX-99.7 8 d510553dex997.htm EX-99.7 Exhibit 99.7 Basel, May 22, 2023 Dear VectivBio Partners & Vendors, As you are a valued and trusted partner of VectivBio, we are providing you with an important update on our company. Today, we have announced that we entered into a definitive agreement for Ironwood Pharmaceuticals to acquire VectivBio for $17.00 per share in an all-cash transaction. A press rele |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 21, 2023 IRONWOOD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34620 04-3404176 (State or other jurisdiction (Commission (I.R.S. Emplo |
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| May 22, 2023 |
EX-99.3 Exhibit 99.3 From: ***@vectivbio.com> Sent: Monday, May 22, 2023 To: ***@*** Subject: VectivBio AG Announces Proposed Acquisition by Ironwood Pharmaceuticals Dear VectivBio Partner, VectivBio is focused on delivering innovative treatments for severe rare conditions with high unmet medical needs, and we’re grateful for the opportunity to work with you to support the SBS-IF community As you |
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| May 22, 2023 |
TRANSACTION AGREEMENT IRONWOOD PHARMACEUTICALS, INC. VECTIVBIO HOLDING AG Dated as of May 21, 2023 Exhibit 99.1 [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. TRANSACTION AGREEMENT among IRONWOOD PHARMACEUTICALS, INC. and VECTIVBIO HOLDING AG Dated as of May 21, 2023 TABLE OF CONTENTS Page ARTICLE I. THE OFFER 2 Section 1.1 The Offer 2 Section 1.2 Offer Documents 4 S |
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| May 22, 2023 |
Exhibit 99.3 CORPORATE PARTICIPANTS Andrew Davis Ironwood Pharmaceuticals, Inc. - Senior VP & Chief Business Officer Michael Shetzline Ironwood Pharmaceuticals, Inc. - Chief Medical Officer, Senior VP and Head of Research & Drug Development Sravan Kumar Emany Ironwood Pharmaceuticals, Inc. - Senior VP, Principal Financial Officer & CFO Thomas A. McCourt Ironwood Pharmaceuticals, Inc. - CEO & Direc |
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| May 22, 2023 |
EX-10.1 3 tm2316415d2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of May 21, 2023 by and among IRONWOOD PHARMACEUTICALS, INC., as Borrower WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, and as Collateral Agent CITIZENS BANK, N.A., as Co-Administrative Agent and THE LENDERS PARTY HERETO CITIBANK, N.A., CITIZENS BANK, N.A., JPMORGAN CHASE BANK, N |
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| May 22, 2023 |
Exhibit 99.2 FOR IMMEDIATE RELEASE Ironwood Enters into Definitive Agreement to Acquire VectivBio, a Clinical-Stage Biotech Company Pioneering Novel Treatments for Severe Rare Gastrointestinal Diseases - Transaction Advances Ironwood’s Vision of Becoming the Leading GI Healthcare Company - - Adds apraglutide, Next Generation, Synthetic GLP-2 Analog in Phase 3 for Short Bowel Syndrome with Intestin |
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| May 22, 2023 |
6-K 1 d505732d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of May 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address |
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| May 22, 2023 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Ironwood Enters into Definitive Agreement to Acquire VectivBio, a Clinical-Stage Biotech Company Pioneering Novel Treatments for Severe Rare Gastrointestinal Diseases - Transaction Advances Ironwood’s Vision of Becoming the Leading GI Healthcare Company - - Adds apraglutide, Next Generation, Synthetic GLP-2 Analog in Phase 3 for Short Bowel Syndrome with Intestin |
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| May 22, 2023 |
Exhibit 99.1 Basel, May 22, 2023 To all employees of VectivBio AG Dear Colleagues, I am pleased to announce that we have entered into an agreement with Ironwood Pharmaceuticals under which Ironwood will acquire the VectivBio group. We are targeting mid-year for the transaction’s closing, subject to regulatory approvals and other customary closing conditions. Until then, VectivBio will continue to |
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| May 22, 2023 |
Exhibit 99.6 From: Notices <***@vectivbio.com> Sent: Monday, May 22, 2023 To: ***@*** Subject: VectivBio AG Announces Proposed Acquisition by Ironwood Pharmaceuticals Dear xxxx, VectivBio is focused on delivering innovative treatments for severe rare conditions with high unmet medical needs, and we’re grateful that you have joined us on our journey to date. As you are a valued and trusted partner |
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| May 22, 2023 |
Exhibit 99.5 From: Patrick Malloy Sent: Monday, May 22, 2023 7:05 AM (ET) To: Patrick Malloy ([email protected]) Subject: VectivBio Announces Proposed Acquisition by Ironwood Pharmaceuticals Dear Investor Community, Today we announced that VectivBio AG. (Nasdaq: VECT) and Ironwood Pharmaceuticals (Nasdaq: IRWD) have entered into a definitive agreement for Ironwood to acquire VectivBio f |
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| May 22, 2023 |
Ironwood and VectivBio Announcement Timelines Communication Guidelines Questions Outline Townhall Luca Santarelli May 2023 Exhibit 99.2 Ironwood and VectivBio Announcement Timelines Communication Guidelines Questions Outline *Indicated for the treatment of irritable bowel syndrome and chronic idiopathic constipation Proud of our work over the past several years building VectivBio and advancing our medicines Today’s outcome represents an important validation of our accomplishments as a |
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| May 22, 2023 |
Exhibit 99.2 Ironwood Enters into Definitive Agreement to Acquire VectivBio, a Clinical-Stage Biotech Company Pioneering Novel Treatments for Severe Rare Gastrointestinal Diseases - Transaction Advances Ironwood’s Vision of Becoming the Leading GI Healthcare Company - - Adds apraglutide, Next Generation, Synthetic GLP-2 Analog in Phase 3 for Short Bowel Syndrome with Intestinal Failure (SBS-IF); P |
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| May 22, 2023 |
Creating Value for GI Patients and Shareholders Acquisition of VectivBio Exhibit 99.2 Creating Value for GI Patients and Shareholders Acquisition of VectivBio Safe Harbor Statement 2 Certain statements in this communication may constitute “forward - looking statements”. Forward - looking statements may be typical ly identified by such words as “may,” “will,” “could,” “should,” “expect,” “anticipate,” “plan,” “likely,” “believe,” “estimate,” “ project,” “intend,” and ot |
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| May 22, 2023 |
Exhibit 99.4 For Breaking News, Pharma and Trade Media: Subject: Ironwood to Acquire VectivBio Hi XXXX, Ironwood Pharmaceuticals, Inc. (Nasdaq: IRWD), a GI-focused healthcare company, just announced that it has agreed to acquire VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare gastrointestinal |
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| May 22, 2023 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Nu |
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| May 22, 2023 |
Exhibit 99.7 Twitter Post LinkedIn Post Additional Information and Where to Find It The description contained herein is for informational purposes only and is not a recommendation, an offer to buy or the solicitation of an offer to sell any of VectivBio’s ordinary shares. The tender offer for VectivBio’s outstanding ordinary shares described in this communication has not commenced. At the time the |
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| May 22, 2023 |
FORM OF TENDER AND SUPPORT AGREEMENT Exhibit 99.1 EXECUTION VERSION PRIVILEGED AND CONFIDENTIAL FORM OF TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of May 21, 2023, is entered into by and among Ironwood Pharmaceuticals, Inc., a Delaware corporation (“Parent”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder” and together with Parent, the “Parties” and each, |
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| May 22, 2023 |
The following email was sent to the Company’s Partners & Vendors on May 22, 2023: EX-99.4 5 d510553dex994.htm EX-99.4 Exhibit 99.4 The following email was sent to the Company’s Partners & Vendors on May 22, 2023: From: Scott Applebaum Sent: Monday, May 22, 2023 To: ***@*** Subject: VectivBio Pharmaceuticals Announces Proposed Acquisition by Ironwood Pharmaceuticals Dear xxxx, As you are a valued and trusted partner of VectivBio, we are providing you with an important update on |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VECTIVBIO HOLDING AG (Name of Subject Company (Issuer)) Ironwood Pharmaceuticals, Inc. (Name of Filing Person—Offeror) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP N |
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| May 22, 2023 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Subject Company) VectivBio Holding AG (Name of Person Filing Statement) Ordinary Shares, nominal value of CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Nu |
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| May 22, 2023 |
EX-99.8 Exhibit 99.8 VectivBio LinkedIn post: #NEWS: Today, we shared that we have entered into a definitive agreement to be acquired by Ironwood Pharmaceuticals, Inc. Read our full statement: https://bit.ly/3WrUwzL VectivBio Twitter post: #NEWS: Today, we shared that we have entered into a definitive agreement to be acquired by Ironwood Pharmaceuticals, Inc. Read our full statement: https://bit.l |
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| May 22, 2023 |
[Dear Valued Partners & Vendors / INSERT CUSTOMARY GREETING], Exhibit 99.6 [Dear Valued Partners & Vendors / INSERT CUSTOMARY GREETING], I am writing to share some exciting news about Ironwood. Earlier today, we announced that Ironwood has entered into a definitive agreement to acquire VectivBio, a Switzerland-based clinical-stage biopharmaceutical company focused on developing treatments for severe, rare GI conditions with high unmet medical need. With the |
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| May 22, 2023 |
Exhibit 2.1 TRANSACTION AGREEMENT among IRONWOOD PHARMACEUTICALS, INC. and VECTIVBIO HOLDING AG Dated as of May 21, 2023 TABLE OF CONTENTS Page Article I. THE OFFER 2 Section 1.1 The Offer 2 Section 1.2 Offer Documents 4 Section 1.3 Company Actions 5 Section 1.4 Director Designations 6 Section 1.5 Treatment of Company Equity Awards; Warrants 6 Section 1.6 Exchange and Payment 8 Section 1.7 Withhol |
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| May 22, 2023 |
EX-99.5 6 tm2316414d1ex99-5.htm EXHIBIT 99.5 Exhibit 99.5 Subject: Boston-based Ironwood to Acquire Swiss-based VectivBio Hi XXXX, Boston-based Ironwood Pharmaceuticals, Inc. (Nasdaq: IRWD), a GI-focused healthcare company, just announced that it has agreed to acquire Switzerland-based and VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering nove |
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| May 10, 2023 |
To the shareholders of VectivBio Holding AG Invitation to the 2023 Annual General Meeting Exhibit 99.1 To the shareholders of VectivBio Holding AG Invitation to the 2023 Annual General Meeting Date and Time: Thursday, June 1, 2023, at 3:00 p.m. CEST / 9:00 a.m. EDT (doors open at 2:30 p.m. CEST / 8:30 a.m. EDT) Location: Memox (meeting room “Small Space”), Elisabethenstrasse 15, 4051 Basel, Switzerland Dear Shareholders, We are pleased to invite you to the 2023 Annual General Meeting o |
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| May 10, 2023 |
VectivBio Publishes Invitation to the Annual General Meeting EX-99.2 Exhibit 99.2 VectivBio Publishes Invitation to the Annual General Meeting May 10, 2023 BASEL, Switzerland, May 10, 2023 (GLOBE NEWSWIRE) — VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today published the invitation to the 2023 Annual General Meeting, which will be held |
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| May 10, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of May 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executi |
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| April 19, 2023 |
Exhibit 4.20 [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) customarily and actually treated by the registrant as private or confidential. DEVELOPMENT AND COMMERCIALIZATION AGREEMENT DATED AS OF MARCH 30, 2022 BY AND BETWEEN VectivBio AG AND Asahi kasei pharma CorpORATION ARTICLE 1 Definitions 1 ARTICLE 2 Licenses 18 2.1 G |
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| April 19, 2023 |
VectivBio Holding AG 2022 Compensation Report Exhibit 99.2 To the General Meeting of Basel, 18 April 2023 VectivBio Holding AG, Basel Report of the statutory auditor on the audit of the compensation report Opinion We have audited the compensation report of VectivBio Holding AG (the Company) for the year ended 31 December 2022. The audit was limited to the information on compensation, loans and advances pursuant to Art. 14-16 of the Ordinance |
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| April 19, 2023 |
Life Transforming Medicines for Patients Living with Severe Rare Diseases April 2023 CONFIDENTIAL Exhibit 99. |
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| April 19, 2023 |
VectivBio Holding AG FINANCIAL STATEMENTS FOR THE PERIOD JANUARY 1, 2022 – DECEMBER 31, 2022 EX-99.3 Exhibit 99.3 Ernst & Young AG Aeschengraben 27 P.O. Box CH-4002 Basel Phone: +41 58 286 86 86 Fax: +41 58 286 86 00 www.ey.com/ch To the General Meeting of Basel, 18 April 2023 VectivBio Holding AG, Basel Report of the statutory auditor Report on the audit of the financial statements Opinion We have audited the financial statements of VectivBio Holding AG (the Company), which comprise the |
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| April 19, 2023 |
EX-99.1 Exhibit 99.1 VectivBio Reports Full Year 2022 Financial Results and Provides Business Update Continued Strong Progress and Momentum Across Multiple Programs with Key Upcoming Data Milestones Beginning Q2 2023 STARS Phase 3 Program of Apraglutide in Short Bowel Syndrome with Intestinal Failure (SBS-IF) to Complete Enrollment this Quarter Interim Results of STARGAZE Phase 2 Program of Apragl |
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| April 19, 2023 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Luca Santarelli, certify that: 1. I have reviewed this annual report on Form 20-F of VectivBio Holding AG (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement o |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| April 19, 2023 |
Exhibit 13.1 CERTIFICATION Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Luca Santarelli, Chief Executive Officer of VectivBio Holding AG (the “Company”), and Claudia D’Augusta, Chief Financial Officer of the Company, each hereby |
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| April 19, 2023 |
Exhibit 2.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of the securities of VectivBio Holding AG (“VectivBio,” the “Company,” “we,” “us,” and “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange |
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| April 19, 2023 |
Consent of Ernst & Young AG, independent registered public accounting firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: 1. Registration Statement (Form F-3 Nos. 333-265546 and 333-269450) of VectivBio Holding AG. 2. Registration Statement (Form S-8 No. 333-255524) pertaining to the 2021 Equity Incentive Plan, 2021 Employee Share Purchase Plan, 2020 Equity Incen |
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| April 19, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of April 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execu |
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| April 19, 2023 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Claudia D’Augusta, certify that: 1. I have reviewed this annual report on Form 20-F of VectivBio Holding AG (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of April 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| April 6, 2023 |
Category: Notifications issued to company members EX-99.1 Exhibit 99.1 Category: Notifications issued to company members Sub-category: Other notification issued to company members Publication date: SHAB 06.04.2023 Expected expiry date: 06.04.2026 Publication number: UP06-0000001015 Publishing entity Homburger AG, Hardstrasse 201, 8005 Zürich Announcement of the Annual General Meeting of Shareholders VectivBio Holding AG Organisation concerned: Ve |
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| February 22, 2023 |
CORRESP February 22, 2023 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Jason Drory Re: VectivBio Holding AG Registration Statement on Form F-3 Filed January 27, 2023 File No. 333-269450 Acceleration Request Requested Date: February 24, 2023 Requested Time: 4:00 p.m. Eastern Time Ladies and |
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| February 14, 2023 |
VECT / VectivBio Holding AG / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm234574-39sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (the “Sha |
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| February 14, 2023 |
VECT / VectivBio Holding AG / Cormorant Asset Management, LP Passive Investment SC 13G/A 1 schedule13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary Shares (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 14, 2023 |
VECT / VectivBio Holding AG / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G/A Passive Investment SC 13G/A 1 vectivbiosc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer – as specified in its charter) Ordinary shares, nominal value CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing |
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| February 14, 2023 |
EX-99 2 ss1758629ex99a.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated December 31, 2022 (the “Schedule 13G”), with respect to the Ordinary Shares, CHF 0.05 nominal value per share, of VectivBio Holdings AG is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under |
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| February 14, 2023 |
VECT / VectivBio Holding AG / ORBIMED ADVISORS LLC - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 ss1758629sc13ga.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this St |
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| February 13, 2023 |
VECT / VectivBio Holding AG / CHI Advisors LLC - CHI ADVISORS LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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| February 2, 2023 |
VECT / VectivBio Holding AG / Novo Holdings A/S - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box |
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| January 27, 2023 |
As filed with the Securities and Exchange Commission on January 27, 2023 Table of Contents As filed with the Securities and Exchange Commission on January 27, 2023 Registration No. |
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| January 27, 2023 |
Form of Indenture between the Registrant and one or more trustees to be named. Exhibit 4.2 VECTIVBIO HOLDING AG Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 Section 2. |
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| January 27, 2023 |
As filed with the Securities and Exchange Commission on January 27, 2023 As filed with the Securities and Exchange Commission on January 27, 2023 Registration No. |
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| January 27, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) VectivBio Holding AG (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Ordinary shares, nominal value of CHF 0. |
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| January 27, 2023 |
Amendment No. 1 to 2021 Equity Incentive Plan Exhibit 4.3 AMENDMENT NO. 1 TO THE VECTIVBIO HOLDING AG 2021 EQUITY INCENTIVE PLAN DATE APPROVED BY THE BOARD OF DIRECTORS: January 23, 2023 1. Section 2(a) of the VectivBio Holding AG 2021 Equity Incentive Plan (the “Plan”) is hereby deleted in its entirety and replaced with the following: “Share Reserve. Subject to adjustment in accordance with Section 2(c) and any adjustments as necessary to im |
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| January 27, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) VectivBio Holding AG (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Ordinary shares, nominal value of CHF 0. |
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| January 27, 2023 |
Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM January 27, 2023 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: VectivBio Holding AG, a Swiss stock corporation (Aktiengesellschaft) (the “Company”), proposes, subject to the terms and conditions stated herein, to sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), the Company’s ordin |
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| January 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of January 2023 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executi |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of December 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| December 13, 2022 |
CUSIP No. H9060V101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Forbion Capital Partners Gooimeer 2-35, 1411 DC Naarden The Netherlands (Name, Address and |
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| December 9, 2022 |
VectivBio Announces Results of Extraordinary General Meeting Exhibit 99.1 VectivBio Announces Results of Extraordinary General Meeting December 9, 2022 Wouter Joustra Elected to the Board of Directors BASEL, Switzerland, Dec. 9, 2022 (GLOBE NEWSWIRE) ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, announced today that Wouter Joustra was e |
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| December 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of December 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| November 16, 2022 |
VectivBio Publishes Invitation to the Extraordinary General Meeting of Shareholders Exhibit 99.2 VectivBio Publishes Invitation to the Extraordinary General Meeting of Shareholders BASEL, Switzerland, November 16, 2022 (GLOBE NEWSWIRE) ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today published the invitation to the Extraordinary General Meeting, which will |
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| November 16, 2022 |
To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting Exhibit 99.1 To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting Date and Time: Friday, December 9, 2022, at 10:00 a.m. CET / 4:00 a.m. EST Location: Headquarters of VectivBio Holding AG, Aeschenvorstadt 36, 4051 Basel, Switzerland Dear Shareholders, We are pleased to invite you to our Extraordinary General Meeting, which will be held on Friday, December 9, |
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| November 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of November 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal execut |
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| November 16, 2022 |
November 16, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jane Park Re: VectivBio Holding AG Registration Statement on Form F-3 Filed November 10, 2022 File No. 333-265546 Acceleration Request Requested Date: November 18, 2022 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: In accordance with Rul |
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| November 10, 2022 |
Exhibit 4.5 EXECUTION VERSION DATED 12 October 2022 (1) VECTIVBIO HOLDING AG (2) VECTIVBIO AG (3) VECTIVBIO US, INC. (4) GLYPHARMA THERAPEUTIC INC./GLYPHARMA TH?RAPEUTIQUE INC. (5) VECTIVBIO COMET AG (6) KREOS CAPITAL VI (UK) LIMITED AMENDMENT DEED relating to a term loan agreement dated 26 March 2022 and a convertible loan agreement dated 26 March 2022 5 Fleet Place London EC4M 7RD Tel: +44 (0)20 |
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| November 10, 2022 |
Exhibit 4.6 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Execution Version DATED 12 OCTOBER 2022 VECTIVBIO HOLDING AG and KREOS CAPITAL VI (EXPERT FUND) LP SECOND WARRANT AGREEMENT ? OCTOBER 2022 5 Fleet Place London EC4M 7RD Tel: +44 (0)20 |
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| November 10, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 10, 2022 Table of Contents As filed with the U.S. Securities and Exchange Commission on November 10, 2022 Registration No. 333-265546 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Switzerland Not Applicable (State or other |
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| October 20, 2022 |
VECT / VectivBio Holding AG / Bpifrance Participations SA - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Sophie Paquin Bpifrance Investissement SAS 6-8, boulevard Haussmann 75009 Paris France +33 1 53 89 55 73 With |
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| October 18, 2022 |
VectivBio Announces Closing of $125 Million Underwritten Offering of Ordinary Shares Exhibit 99.2 VectivBio Announces Closing of $125 Million Underwritten Offering of Ordinary Shares BASEL, Switzerland, October 18, 2022 ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today announced the closing of its previously announced underwritten offering of 16,700,000 ordi |
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| October 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of October 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executi |
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| October 18, 2022 |
EX-1.1 2 d390918dex11.htm EX-1.1 Exhibit 1.1 VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) 16,700,000 Ordinary Shares UNDERWRITING AGREEMENT Dated: October 13, 2022 VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) 16,700,000 Ordinary Shares UNDERWRITING AGREEMENT October 13, 2022 Jefferies LLC SVB Securities LLC Piper Sandler & Co. as Representatives of |
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| October 18, 2022 |
VectivBio Announces Pricing of $125 Million Underwritten Offering of Ordinary Shares Exhibit 99.1 VectivBio Announces Pricing of $125 Million Underwritten Offering of Ordinary Shares BASEL, Switzerland, Oct. 13, 2022 (GLOBE NEWSWIRE) ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today announced the pricing of an underwritten offering of 16,700,000 ordinary sha |
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| October 18, 2022 |
Amended and Restated Articles of Association of the VectivBio Holding AG, as currently in effect. EX-1.2 3 d390918dex12.htm EX-1.2 Exhibit 1.2 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 38 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Inco |
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| October 14, 2022 |
VECTIVBIO HOLDING AG 16,700,000 Ordinary Shares Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264653 PROSPECTUS SUPPLEMENT (To Prospectus dated May 12, 2022) VECTIVBIO HOLDING AG 16,700,000 Ordinary Shares This is an offering of 16,700,000 ordinary shares of VectivBio Holding AG with a nominal value of CHF 0.05 each. The purchase price for each ordinary share is $7.50. Our ordinary shares are listed on the Nasdaq Globa |
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| October 13, 2022 |
6-K 1 d394749d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of October 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland |
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| October 13, 2022 |
VectivBio Publishes Invitation to the Extraordinary General Meeting Exhibit 99.3 VectivBio Publishes Invitation to the Extraordinary General Meeting BASEL, Switzerland, October 12, 2022 (GLOBE NEWSWIRE) ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today published the date of the Extraordinary General Meeting, which will be held on Friday, Dec |
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| October 13, 2022 |
STARS Interim Data Nutrition Summary —October 2022 CONFIDENTIAL – DO NOT COPY and DO NOT DISTRIBUTE Exhibit 99.2 STARS Interim Data Nutrition Summary ?October 2022 CONFIDENTIAL ? DO NOT COPY and DO NOT DISTRIBUTE Disclaimer and Forward-Looking Statements This presentation contains ?forward-looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the current beliefs, expectations and assumptions of VectivBio Holding AG (the ?Company,? ?we? or ?ou |
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| October 13, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of October 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of |
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| October 13, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL RESULTS Exhibit 99.6 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL RESULTS You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited interim condensed consolidated financial statements and the related notes to those statements included as Exhibit 99.5 to this Report on Form 6-K, or this Report, submitted to the Securities and |
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| October 13, 2022 |
Table of Contents Exhibit 99.5 Page Unaudited interim condensed consolidated statements of operations and other comprehensive loss for the six-months ended June 30, 2022 and 2021 2 Unaudited interim condensed consolidated statements of financial position as of June 30, 2022 and December 31, 2021 3 Unaudited interim condensed consolidated statements of changes in equity for the six-months ended Jun |
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| October 13, 2022 |
Notifications issued to company members Exhibit 99.4 Category: Notifications issued to company members Sub-category: Other notification issued to company members Publication date: SHAB 11.10.2022 Expected expiry date: 11.10.2023 Publication number: UP06-0000000903 Publishing entity Homburger AG, Hardstrasse 201, 8005 Z?rich Announcement of the Extraordinary General Meeting of Shareholders of VectivBio Holding AG Organisation concerned: |
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| October 13, 2022 |
Exhibit 99.1 VectivBio Reports Positive Interim Clinical Data from STARS Nutrition, a Phase 2 Study Investigating Apraglutide in Short Bowel Syndrome with Intestinal Failure Patients (SBS-IF) with Colon-In-Continuity (CIC) ? Treatment with apraglutide resulted in an average 50% reduction in Parenteral Support (PS) volume at six months ? 80% of patients were clinical responders (defined as a reduct |
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| September 27, 2022 |
CORRESP 1 filename1.htm September 27, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jane Park Re: VectivBio Holding AG Acceleration Request for Registration Statement on Form F-3 File No. 333-265546 Ladies and Gentlemen: The undersigned registrant hereby respectfully advises the staff (the “Staff”) of the U.S. |
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| September 22, 2022 |
September 22, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jane Park Re: VectivBio Holding AG Registration Statement on Form F-3 Filed June 13, 2022 File No. 333-265546 Acceleration Request Requested Date: September 26, 2022 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: In accordance with Rule |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Forbion Capital Partners Gooimeer 2-35, 1411 DC Naarden The Netherlands (Name, Address and Telephone Number of |
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| July 7, 2022 |
CUSIP No. H9060V101 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities and Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Ordinary Shares of the Issuer and further agree that this joint filing agreement be included a |
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| July 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| July 1, 2022 |
Articles of Association, as amended EX-1.1 2 vbhag6-karticlesofassociat.htm EX-1.1 Exhibit 1.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 37 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, |
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| June 28, 2022 |
VECT / VectivBio Holding AG / Bpifrance Participations SA - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Sophie Paquin Bpifrance Investissement SAS 6-8, boulevard Haussmann 75009 Paris France +33 1 53 89 55 73 With |
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| June 17, 2022 |
VECT / VectivBio Holding AG / Cormorant Asset Management, LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| June 17, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of June 17, 2022, is by and among Cormorant Asset Management, LP and Bihua Chen (collectively, the ?Filers?). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D and/or 13G with respect to shares of Ordinary Shares of VectivBio Holding AG beneficial |
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| June 16, 2022 |
EX-1 2 exhibit116-k.htm EX-1 Exhibit 1.1 Execution Version VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) 5,715,000 Ordinary Shares UNDERWRITING AGREEMENT Dated: June 14, 2022 VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) 5,715,000 Ordinary Shares UNDERWRITING AGREEMENT June 14, 2022 SVB Securities LLC Piper Sandler & Co. as Representatives of the sev |
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| June 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| June 16, 2022 |
VECTIVBIO HOLDING AG 5,715,000 Ordinary Shares Filed Pursuant to Rule 424(b)(5) Registration No. 333-264653 PROSPECTUS SUPPLEMENT (To Prospectus dated May 12, 2022) VECTIVBIO HOLDING AG 5,715,000 Ordinary Shares This is an offering of 5,715,000 ordinary shares of VectivBio Holding AG with a nominal value of CHF 0.05 each. The purchase price for each ordinary share is $5.25. Our ordinary shares are listed on the Nasdaq Global Market under the s |
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| June 16, 2022 |
Exhibit 10.1 Execution Version SUBSCRIPTION AND SHARE PURCHASE AGREEMENT Subscription And Share Purchase Agreement (the ?Agreement?), dated as of June 14, 2022, by and between VectivBio Holding AG, a stock corporation (Aktiengesellschaft) organized under the laws of Switzerland (the ?Company?), and Forbion Growth Opportunities Fund II Co?peratief U.A., represented by Forbion Growth II Management B |
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| June 16, 2022 |
Exhibit 99.1 VectivBio Announces Pricing of $30 Million Public Offering of Ordinary Shares Combined Gross Proceeds from Public Offering and Private Sale Total $50 Million BASEL, Switzerland, June 14, 2022 ? VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today announced the pricin |
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| June 14, 2022 |
Subject to Completion, dated June 14, 2022 The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| June 13, 2022 |
Amended and Restated Articles of Association of the registrant. Exhibit 4.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 38 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose o |
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| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Switzerland (State or other jurisdiction of incorporation or organization) Not Applicable (I.R.S. Employer Identification Number) Aeschenvorstadt 36 4051 Basel Switzerland Telephone: +41 |
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| June 13, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) VectivBio Holding AG (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Ordinary shares, nominal value of CHF 0. |
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| June 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| June 9, 2022 |
VectivBio Publishes Invitation to the Annual General Meeting Exhibit 99.2 VectivBio Publishes Invitation to the Annual General Meeting BASEL, Switzerland, June 9, 2022 (GLOBE NEWSWIRE) - VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of innovative treatments for severe rare conditions, today published the invitation to the 2022 Annual General Meeting, |
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| June 9, 2022 |
Exhibit 99.1 To the shareholders of VectivBio Holding AG Invitation to the 2022 Annual General Meeting Date and Time: Thursday, June 30, 2022, at 2:00 p.m. CEST / 8:00 a.m. EDT Location: Headquarters of VectivBio Holding AG, Aeschenvorstadt 36, 4051 Basel, Switzerland vectivbio.com Aeschenvorstadt 36, 4051 Basel Switzerland +41 61 551 30 30 Dear Shareholders, We are pleased to invite you to our 20 |
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| May 6, 2022 |
May 6, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Margaret Schwartz Re: VectivBio Holding AG Registration Statement on Form F-3 Filed May 4, 2022 File No. 333-264653 Acceleration Request Requested Date: May 10, 2022 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: In accordance with Rule 461 und |
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| May 4, 2022 |
Amended and Restated Articles of Association of the registrant. Exhibit 4.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose of the Company Artikel 1 Article 1 Firma, Sitz, Dauer 1Unter der Firma VectivBio Holding AG ( |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Switzerland (State or other jurisdiction of incorporation or organization) Not Applicable (I.R.S. Employer Identification Number) Aeschenvorstadt 36 4051 Basel Switzerland Telephone: +41 |
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| May 4, 2022 |
Form of Indenture between the Registrant and one or more trustees to be named. Exhibit 4.2 VECTIVBIO HOLDING AG Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Debt Securities Table Of Contents Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee?s Certificate 8 Section 2. |
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| May 4, 2022 |
Sales Agreement, dated as of May 4, 2022, between VectivBio Holding AG and SVB Securities LLC. Exhibit 1.2 Execution Version VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) Ordinary Shares (nominal value CHF 0.05 per share) SALES AGREEMENT May 4, 2022 SVB Securities LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: VectivBio Holding AG, a Swiss stock corporation (Aktiengesellschaft) (the “Company”), confirms its agreement (this |
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| May 4, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) VectivBio Holding AG (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Ordinary shares, nominal value of CHF 0. |
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| April 7, 2022 |
a02vectiv VectivBio Holding AG Basel FINANCIAL STATEMENTS FOR THE PERIOD 01 JANUARY 2021 – 31 DECEMBER 2021 2 VectivBio Holding AG Balance Sheet as of 31 December in CHF 2021 2020 ASSETS Current assets Cash 92'525'166 34’390’540 Other current receivables 511'989 - Other current receivables from group companies 30'262'350 10’632’891 Prepaid expenses and accrued income 862'177 - Total current assets 124'161’682 45’023’431 Non-current asset Investments in subsidiaries 2. |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K/A Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of April 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executi |
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| April 7, 2022 |
EX-4.11 3 vectiv-kreostermloanagreem.htm EX-4.11 Exhibit 4.11 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION VERSION DATED MARCH 26 2022 (1)VECTIVBIO HOLDING AG (2)VECTIVBIO AG (3)VECTIVBIO US, INC. (4)GLYPHARMA THERAPEUTIC INC./GLYP |
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| April 7, 2022 |
2021 IFRS Consolidated Financial Statements Ernst & Young AG Aeschengraben 27 P.O. Box CH-4051 Basel Phone: +41 58 286 86 86 Fax: +41 58 286 86 00 www.ey.com/ch To the Board of Directors of VectivBio Holding AG, Basel Basel, 6 April 2022 Independent auditor?s report on the audit of the consolidated and carve-out financial statements Opinion In accordance with the terms of our engagement, we have audited the consolidated and carve-out financ |
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| April 7, 2022 |
EX-4.12 4 vectiv-kreosconvertibleloa.htm EX-4.12 Exhibit 4.12 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION VERSION DATED 26 MARCH 2022 (1)VECTIVBIO HOLDING AG (2)VECTIVBIO AG (3)VECTIVBIO US, INC (4)GLYPHARMA THERAPEUTIC INC./GLYPH |
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| April 7, 2022 |
Exhibit 4.13 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Agreed Form DATED 26 MARCH 2022 VECTIVBIO HOLDING AG and KREOS CAPITAL VI (EXPERT FUND) LP WARRANT AGREEMENT CONTENTS 5 Fleet Place London EC4M 7RD Tel: +44 (0)20 7203 5000 ? Fax: +44 |
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| April 7, 2022 |
EX-99.1 2 finalpr.htm EX-99.1 VectivBio Reports Full Year 2021 Financial Results and Provides Business Update Significant Progress Across Multiple Programs with Key Upcoming Catalysts Beginning H2 2022 STARS Phase 3 Program of Apraglutide in Short Bowel Syndrome with Intestinal Failure (SBS-IF) On-Track for Topline Results at End of 2023 Cash Runway Extends Beyond Anticipated Release of Topline ST |
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| April 7, 2022 |
Ernst & Young Ltd Aeschengraben 27 P.O. Box CH-4002 Basel Phone: +41 58 286 86 86 Fax: +41 58 286 86 00 www.ey.com/ch To the General Meeting of VectivBio Holding AG, Basel Basel, 6 April 2022 Report of the statutory auditor on the compensation report We have audited the accompanying compensation report of VectivBio Holding AG for the year ended 31 December 2021. The audit was limited to the inform |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of April 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| April 7, 2022 |
EX-99.2 3 a01vectiv.htm EX-99.2 F-1 VectivBio Holding AG Consolidated and carve-out statements of operations and other comprehensive loss The accompanying notes are an integral part of these consolidated and carve-out financial statements. In thousands of United States dollars ("USD") Notes For the year ended December 31, 2021 2020 2019 CONSOLIDATED STATEMENTS OF OPERATIONS Research and developmen |
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| April 7, 2022 |
EX-99.3 4 a02vectiv.htm EX-99.3 VectivBio Holding AG Basel FINANCIAL STATEMENTS FOR THE PERIOD 01 JANUARY 2021 – 31 DECEMBER 2021 2 VectivBio Holding AG Balance Sheet as of 31 December in CHF 2021 2020 ASSETS Current assets Cash 92'525'166 34’390’540 Other current receivables 511'989 - Other current receivables from group companies 30'262'350 10’632’891 Prepaid expenses and accrued income 862'177 |
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| April 7, 2022 |
EX-4.14 6 vectivbio-cometmergeragree.htm EX-4.14 Exhibit 4.14 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION COPY AGREEMENT AND PLAN OF MERGER BY AND AMONG VECTIVBIO HOLDING AG COMET MERGER SUB, INC. COMET THERAPEUTICS, INC. AND STIC |
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| April 7, 2022 |
Exhibit 12.1 CERTIFICATION I, Luca Santarelli, certify that: 1. I have reviewed this annual report on Form 20-F of VectivBio Holding AG (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not mislead |
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| April 7, 2022 |
Ernst & Young Ltd Aeschengraben 27 P.O. Box CH-4002 Basel Phone: +41 58 286 86 86 Fax: +41 58 286 86 00 www.ey.com/ch To the General Meeting of VectivBio Holding AG, Basel Basel, 6 April 2022 Report of the statutory auditor on the compensation report We have audited the accompanying compensation report of VectivBio Holding AG for the year ended 31 December 2021. The audit was limited to the inform |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| April 7, 2022 |
vectivbiocorporatepresen Life Transforming Medicines for Patients Living with Severe Rare Diseases April 2022 CONFIDENTIAL Corporate Presentation This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the current beliefs, expectations and assumptions of VectivBio Holding AG (the “Company,” “we” or “our”) regarding the future of its business, its future plans and strategies, clinical results, future financial condition and other future conditions. |
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| April 7, 2022 |
Exhibit 13.1 CERTIFICATION Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Luca Santarelli, Chief Executive Officer of VectivBio Holding AG (the “Company”), and Claudia D’Augusta, Chief Financial Officer of the Company, each hereby |
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| April 7, 2022 |
Consent of Ernst & Young AG, independent registered public accounting firm EX-15.1 10 a022aconsentofindependentr.htm EX-15.1 Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-255524) pertaining to the VectivBio Holding AG 2021 Equity Incentive Plan, the VectivBio Holding AG 2021 Employee Share Purchase Plan, the VectivBio Holding AG 2020 Equity Incentive Plan, |
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| April 7, 2022 |
Exhibit 4.8 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Execution Version AMENDMENT NO. 3 TO PURCHASE AGREEMENT This Amendment No. 3 to Purchase Agreement (this ?Amendment?) is made and entered into as of November 25, 2021, by and among Vec |
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| April 7, 2022 |
Press Release of the Company dated April 7, 2022 EX-99.1 2 finalpr1.htm EX-99.1 VectivBio Reports Full Year 2021 Financial Results and Provides Business Update Significant Progress Across Multiple Programs with Key Upcoming Catalysts Beginning H2 2022 STARS Phase 3 Program of Apraglutide in Short Bowel Syndrome with Intestinal Failure (SBS-IF) On-Track for Topline Results at End of 2023 Cash Runway Extends Beyond Anticipated Release of Topline S |
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| April 7, 2022 |
VectivBio Holding AG Corporate Presentation dated April 7, 2022 EX-99.5 6 draftvectivbiocorppresap.htm EX-99.5 Life Transforming Medicines for Patients Living with Severe Rare Diseases April 2022 CONFIDENTIAL Corporate Presentation This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the current beliefs, expectations and assumptions of VectivBio Holding AG (the “Company, |
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| April 7, 2022 |
Exhibit 12.2 CERTIFICATION I, Claudia D’Augusta, certify that: 1. I have reviewed this annual report on Form 20-F of VectivBio Holding AG (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misle |
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| March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of March 2022 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| March 30, 2022 |
EX-99.1 2 vectivbioasaheianddebtfina.htm EX-99.1 Exhibit 99.1 VectivBio Announces Japan License Deal and Loan Facility Agreement, Providing up to $117 Million to Fuel the Company Through Key Catalysts •Exclusive License with Asahi Kasei Pharma to develop and commercialize Apraglutide in Japan includes $30 million upfront cash payment, eligibility for up to $170 million in development and commercia |
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| February 14, 2022 |
VECT / VectivBio Holding AG / CITADEL ADVISORS LLC - VECTIVBIO HOLDING AG Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (the ?Shares?) (Title of Class of Securities) H9060 |
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| February 14, 2022 |
VECT / VectivBio Holding AG / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G Passive Investment SC 13G 1 vectivbiosc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer – as specified in its charter) Ordinary Shares, nominal value CHF 0.05 per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of th |
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| February 11, 2022 |
VECT / VectivBio Holding AG / ORBIMED ADVISORS LLC - SCHEDULE 13G Passive Investment SC 13G 1 ss792541sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropr |
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| February 11, 2022 |
VECT / VectivBio Holding AG / CHI Advisors LLC - CHI ADVISORS LLC Passive Investment SC 13G 1 vect21122.htm CHI ADVISORS LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Issuer) Ordinary shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appro |
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| February 11, 2022 |
CUSIP No. H9060V101 SCHEDULE 13G Page 10 of 10 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated February 11, 2022 (the ?Schedule 13G?), with respect to the Ordinary Shares, CHF 0.05 nominal value per share, of VectivBio Holdings AG is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) und |
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| October 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of October 2021 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executi |
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| October 29, 2021 |
VectivBio Holding AG UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) VectivBio Holding AG UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) In thousands of United States dollars ("USD") Six Month Ended June 30, 2021 2020 CONSOLIDATED STATEMENTS OF OPERATIONS Research and development expenses (26,494 ) (10,660) General and administrative expenses (19,097 ) (5,405) Operating loss (45,591) (16,065) Finance income ? 15 Finance expense (23) (1,096) Fo |
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| October 29, 2021 |
VectivBio Holding AG UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION VectivBio Holding AG UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION In thousands of USD As of, June 30, 2021 December 31, 2020 ASSETS NON-CURRENT ASSETS Property, plant and equipment 115 173 Goodwill 918 901 Intangible assets 22,171 21,758 Right-of-use assets 98 114 Financial assets 61 64 Total non-current assets 23,363 23,010 CURRENT ASSETS Other current receivables 523 |
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| September 3, 2021 |
6-K 1 vectiv-6xk932021.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of September 2021 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerl |
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| September 3, 2021 |
VectivBio Announces Results of Extraordinary General Meeting - Paul R. Carter and Murray W. Stewart Elected to the Board of Directors - BASEL, Switzerland, September 3, 2021 (GLOBE NEWSWIRE) - VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, announced today that Paul R. Carter and |
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| August 31, 2021 |
Transformational Therapies for Rare Conditions August 2021 CONFIDENTIAL Corporate Presentation This presentation contains ?forward-looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the current beliefs, expectations and assumptions of VectivBio Holding AG (the ?Company,? ?we? or ?our?) regarding the future of its business, its future plans and strategies, clinical results, future financial condition and other future conditions. |
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| August 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of August 2021 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executiv |
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| August 31, 2021 |
VectivBio to Acquire Comet Therapeutics and Host R&D Day VectivBio to Acquire Comet Therapeutics and Host R&D Day - Acquisition of Innovative Small Molecule Platform Significantly Expands Rare Disease Pipeline - - VectivBio to Host R&D Day on September 21, 2021- BASEL, Switzerland, August 31, 2021 (GLOBE NEWSWIRE) - VectivBio Holding AG (?VectivBio?) (Nasdaq: VECT), a clinical-stage biopharmaceutical company pioneering novel transformational treatments for severe rare conditions, today announced that it will acquire Comet Therapeutics, Inc. |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of August 2021 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executiv |
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| August 12, 2021 |
To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting Exhibit 99.1 To the shareholders of VectivBio Holding AG Invitation to the Extraordinary General Meeting Date and Time: Thursday, September 2, 2021, at 2:00 p.m. CEST / 8:00 a.m. EDT Location: Headquarters of VectivBio Holding AG, Aeschenvorstadt 36, 4051 Basel, Switzerland Dear Shareholders, We are pleased to invite you to our Extraordinary General Meeting, which will be held on Thursday, Septemb |
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| August 12, 2021 |
VectivBio Publishes Invitation to the Extraordinary General Meeting EX-99.2 3 exhibit992-6k.htm EX-99.2 Exhibit 99.2 VectivBio Publishes Invitation to the Extraordinary General Meeting BASEL, Switzerland, August 12, 2021 (GLOBE NEWSWIRE) - VectivBio Holding AG (“VectivBio”) (Nasdaq: VECT), a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of innovative treatments for severe rare conditions, today published the i |
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| July 12, 2021 |
Notifications issued to company members EX-99.2 3 exhibit992.htm EX-99.2 Exhibit 99.2 Category: Notifications issued to company members Sub-category: Other notification issued to company members Publication date: SHAB 12.07.2021 Expected expiry date: 12.07.2022 Publication number: UP06-0000000693 Publishing entity Homburger AG, Hardstrasse 201, 8005 Zürich Announcement of the Extraordinary General Meeting of Shareholders of VectivBio Ho |
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| July 12, 2021 |
Exhibit 99.1 VectivBio Nominates Paul R. Carter and Murray W. Stewart for Election to its Board of Directors - Industry veterans bring decades of clinical, regulatory and commercial management expertise to VectivBio - - Nominees will stand for election at an Extraordinary General Meeting of shareholders on September 2, 2021 - BASEL, Switzerland, July 12, 2021 (GLOBE NEWSWIRE) - VectivBio Holding A |
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| July 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of July 2021 Commission File Number 001-40316 VECTIVBIO HOLDING AG (Exact name of registrant as specified in its charter) Aeschenvorstadt 36 4051 Basel Switzerland (Address of principal executive |
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| April 27, 2021 |
As filed with the Securities and Exchange Commission on April 26, 2021 Registration No. |
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| April 27, 2021 |
Amended and Restated Articles of Association of the Registrant, as currently in effect. Exhibit 4.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 36 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose o |
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| April 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) VectivBio Holding AG (Name of Issuer) Ordinary shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) April 13, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this Schedule is fil |
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| April 23, 2021 |
EX-99.1 2 tm2113895d1ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the ordinary shares of VectivBio Holding AG, a Swiss corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 19 |
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| April 23, 2021 |
Joint Filing Agreement, dated as of April __, 2021, by and among the Reporting Persons. Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D (including amendments thereto) is filed on behalf of each of the undersigned and that all subsequent amendments to this foregoing shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge tha |
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| April 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Sophie Paquin Bpifrance Participations S.A. 6-8, boulevard Haussmann 75009 Paris France +33 1 53 89 55 73 With |
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| April 20, 2021 |
CUSIP No. H9060V 101 SCHEDULE 13G Page 10 of 10 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated April 20, 2021 (the “Schedule 13G”), with respect to the Common Stock of VectivBio Holding AG is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, a |
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| April 20, 2021 |
EX-1 2 d151998dex1.htm EX-1 Exhibit 1 Joint Filing Agreement The undersigned hereby agree that a single Schedule 13D (or any amendment thereto) relating to the Ordinary Shares of VectivBio Holding AG shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13D. April 19, 2021 Versant Venture Capital V, L.P. By: Versant Ventures V, LL |
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| April 20, 2021 |
For purposes of this Agreement: Shareholders Agreement regarding VectivBio Holding AG 88 | 99 Exhibit 2 Exhibit 23: Registration Rights 1. |
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| April 20, 2021 |
SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V101 (CUSIP Number) Ver |
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| April 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0. |
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| April 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VectivBio Holding AG (Name of Issuer) Ordinary Shares, CHF 0.05 nominal value per share (Title of Class of Securities) H9060V 101 (CUSIP Number) April 8, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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| April 9, 2021 |
7,500,000 Ordinary Shares VectivBio Holding AG Filed pursuant to Rule 424(b)(4) Registration No. 333-254523 PROSPECTUS 7,500,000 Ordinary Shares VectivBio Holding AG This is an initial public offering of 7,500,000 ordinary shares of VectivBio Holding AG. Our ordinary shares have been approved for listing on The Nasdaq Global Market under the symbol ?VECT.? All of the ordinary shares are being sold by us. The initial public offering price per s |
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| April 7, 2021 |
As filed with the Securities and Exchange Commission on April 7, 2021 Registration No. |
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| April 6, 2021 |
CORRESP 1 filename1.htm VectivBio Holding AG Aeschenvorstadt 36 4051 Basel, Switzerland April 6, 2021 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Margaret Schwartz Ms. Suzanne Hayes Ms. Tracie Mariner Mr. Terence O’Brien Division of Corporation Finance Office of Life Sciences RE: VectiveBio Holding A |
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| April 6, 2021 |
Registration Statement on Form 8-A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 VectivBio Holding AG (Exact Name of Registrant as Specified in its Charter) Switzerland Not applicable (State of Incorporation or Organization) (I. |
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| April 6, 2021 |
BofA Securities, Inc. One Bryant Park New York, New York 10036 SVB Leerink LLC 1301 6th Ave New York, NY 10019 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010-3629 April 6, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Margaret Schwartz Ms. Suzanne Hayes Ms. Tracie Mariner |
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| April 5, 2021 |
Form of Underwriting Agreement Exhibit 1.1 VectivBio Holding AG (a Swiss stock corporation (Aktiengesellschaft)) [ l ] Ordinary Shares UNDERWRITING AGREEMENT Dated: [ l ], 2021 VectivBio Holdings AG (a Swiss stock corporation (Aktiengesellschaft)) [ l ] Ordinary Shares UNDERWRITING AGREEMENT [ l ], 2021 BofA Securities, Inc. SVB Leerink LLC Credit Suisse Securities (USA) LLC as Representatives of the several Underwriters to be |
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| April 5, 2021 |
2020 Equity Incentive Plan and related form agreements Confidential Exhibit 10.5 Certain identified information has been excluded from this exhibit because it is both not material and would likely cause competitive harm to the registrant if publicly disclosed. VectivBio Equity Incentive Plan 2020 Plan Regulations enacted pursuant to the Board resolution of September 24 20201 1. Definitions In this Plan, the below mentioned terms shall have the followi |
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| April 5, 2021 |
2021 Equity Incentive Plan and related form agreements Exhibit 10.8 Certain identified information has been excluded from this exhibit because it is both not material and would likely cause competitive harm to the registrant if publicly disclosed. VECTIVBIO HOLDING AG 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: MARCH 31, 2021 APPROVED BY THE GENERAL MEETING OF SHAREHOLDERS: APRIL 1, 2021 1. GENERAL. (a) Plan Purpose. The Company, by |
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| April 5, 2021 |
2020 Restricted Share Purchase Agreement Confidential Exhibit 10.6 Restricted Share Purchase Agreement dated as of [?], 2020 between VectivBio Holding AG Aeschenvorstadt 36, 4051 Basel, Switzerland (hereinafter referred to as the Company) and [Employee] [address] (hereinafter referred to as the Manager) (the Company and the Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) WHEREAS, (A) T |
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| April 5, 2021 |
2021 Employee Share Purchase Plan Exhibit 10.9 VECTIVBIO HOLDING AG 2021 EMPLOYEE SHARE PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: MARCH 31, 2021 APPROVED BY THE GENERAL MEETING OF SHAREHOLDERS: APRIL 1, 2021 IPO DATE: , 2021 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase Ordinary Shares. The Plan permits t |
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| April 5, 2021 |
2019 Restricted Share Purchase Agreement Confidential Exhibit 10.4 Restricted Share Purchase Agreement dated as of [?], 2019 between VectivBio Holding AG Aeschenvorstadt 36, 4051 Basel, Switzerland (hereinafter referred to as the Company) and [Employee] [address] (hereinafter referred to as the Manager) (the Company and the Manager hereinafter individually or collectively also referred to as Party or Parties, respectively) WHEREAS, (A) [ |
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| April 5, 2021 |
As filed with the Securities and Exchange Commission on April 5, 2021 Registration No. |
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| April 5, 2021 |
Form of Amended and Restated Articles of Association of the registrant Exhibit 3.1 Statuten der VectivBio Holding AG (VectivBio Holding SA) (VectivBio Holding Ltd) Articles of Association of VectivBio Holding Ltd (VectivBio Holding AG) (VectivBio Holding SA) Statuten der VectivBio Holding AG | Articles of Association of VectivBio Holding Ltd 2 | 37 Abschnitt 1 Firma, Sitz, Dauer und Zweck der Gesellschaft Section 1 Name, Place of Incorporation, Duration and Purpose o |
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| April 5, 2021 |
2019 Equity Incentive Plan and related form agreements Confidential Execution Version Exhibit 10.3 Certain identified information has been excluded from this exhibit because it is both not material and would likely cause competitive harm to the registrant if publicly disclosed. VectivBio Equity Incentive Plan 20191 Plan Regulations enacted pursuant to the Board resolution of November 23, 2019 1. Definitions In this Plan, the below mentioned terms shal |
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| April 5, 2021 |
Exhibit 10.2 Indemnification Agreement dated as of [month] [day], [year] by and between VectivBio Holding AG Aeschenvorstadt 36 4051 Basel Switzerland (the Company) and [Name of Director / Executive] [address] [e-mail] (the Indemnitee and together with the Company, the Parties and each a Party) regarding the indemnification of the Indemnitee by the Company Indemnification Agreement by and between |
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| March 30, 2021 |
Cooley LLP 500 Boylston Street Boston, MA 02116-3736 t: (617) 937-2300 f: (617) 937-2400 cooley.com Ryan S. Sansom +1 617 937 2335 [email protected] March 30, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Margaret Schwartz Ms. Suzanne Hayes Ms. Tracie Mariner Mr. Terence O?Brien Division of Corporation Finance Office of Life Sciences Re: VectivBio Holding AG Registration Statement on Form |
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| March 19, 2021 |
As filed with the Securities and Exchange Commission on March 19, 2021 Registration No. |
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| March 19, 2021 |
Exhibit 10.7 Execution copy SHARE PURCHASE AGREEMENT BY AND AMONG THERACHON HOLDING AG THERACHON AG, GLYPHARMA THERAPEUTIC INC., AND SHAREHOLDERS LISTED ON SCHEDULE A SEPTEMBER 30, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 ARTICLE II PURCHASE AND SALE 13 Section 2.1 Purchase and Sale of the Equity; Closing Purchase Price 13 Section 2.2 Payment of the Closing Pur |
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| March 19, 2021 |
Cooley LLP 500 Boylston Street Boston, MA 02116-3736 t: (617) 937-2300 f: (617) 937-2400 cooley.com CORRESP 1 filename1.htm Ryan S. Sansom +1 617 937 2335 [email protected] March 19, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Margaret Schwartz Ms. Suzanne Hayes Ms. Tracie Mariner Mr. Terence O’Brien Division of Corporation Finance Office of Life Sciences Re: VectivBio Holding AG Amendme |
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| March 19, 2021 |
Exhibit 10.1 FERRING INTERNATIONAL CENTER SA And GLYPHARMA THERAPEUTIC INC AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT INDEX 1. DEFINITIONS 2 2. LICENSES, OPTION RIGHTS AND DEVELOPMENT SERVICES 6 3. INTELLECTUAL PROPERTY, PATENT PROSECUTION, MAINTENANCE AND DEFENCE AND RIGHTS OF FIRST NEGOTIATION AND OPTION TO PURCHASE BACK 7 4. CONFIDENTIAL INFORMATION 8 5. WARRANTIES AND REPRESENTATIONS 10 |
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| March 19, 2021 |
Principal Subsidiaries of the registrant Exhibit 21.1 Principal Subsidiaries of the registrant Name of subsidiary Country of incorporation VectivBio AG Switzerland GLyPharma Therapeutic Inc. Canada VectivBio US, Inc. United States of America |
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| February 5, 2021 |
Cooley LLP 500 Boylston Street Boston, MA 02116-3736 t: (617) 937-2300 f: (617) 937-2400 cooley.com Ryan S. Sansom +1 617 937 2335 [email protected] February 5, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Margaret Schwartz Ms. Suzanne Hayes Ms. Tracie Mariner Mr. Terence O?Brien Mr. Terence O?Brien Division of Corporation Finance Office of Life Sciences Re: VectivBio Holding AG Draft Reg |
