Lack of Independent Board Oversight Has Contributed to Company’s
Numerous Strategic Missteps, in venBio’s View
Believes New, Independent Leadership is Needed Now at the Board
Level to Build Sustained Stockholder Value and Deliver Important
Therapeutics for Patients with No Other Options
venBio’s Candidates Would Push for Rapid Advancement of IMMU-132
to Treat Triple Negative Breast Cancer, an Area of Unmet Medical Need
NEW YORK–(BUSINESS WIRE)– venBio Select Advisor LLC (“venBio”), venBio’s New York-based investment
manager focused principally on publicly traded biotechnology companies,
and the largest beneficial owner of Immunomedics, Inc. (NASDAQ: IMMU)
(“Immunomedics” or the “Company”) with approximately 9.5 million shares,
or 9.0%, announced that it has nominated four highly-qualified
candidates – Scott Canute, Peter Barton Hutt, Dr. Khalid Islam, and Dr.
Behzad Aghazadeh – for election to the Company’s Board of Directors at
the upcoming 2016 Annual Meeting of stockholders, to be held on December
14, 2016.
Behzad Aghazadeh, Ph.D., Managing Partner at venBio, issued the
following statement:
“Over the past year, we have engaged on numerous occasions with the
Immunomedics management team and have offered constructive suggestions
to increase the transparency into the Company’s development programs and
overall business strategy. During this period however, the Board of
Directors and management of Immunomedics, in our view, have made a
series of missteps contributing to a significant decrease in stockholder
value. Most notably, they have failed to unlock the potential of
IMMU-132, the Company’s drug candidate for treating triple negative
breast cancer (a deadly disease for which no targeted therapies
currently exist). This has positioned the Company poorly moving forward,
and left us no choice but to take action in order to protect the best
long-term interests of both stockholders and patients in desperate need
of IMMU-132 treatment.
Further, we believe that Chief Scientific Officer David Goldenberg (“Dr.
Goldenberg”) and his wife, Chief Executive Officer Cynthia Sullivan
(“Ms. Sullivan”) bear significant responsibility for the ills that have
plagued the Company. We find it especially troubling that the Company’s
husband-wife CEO-CSO team occupies almost half of its Board seats,
severely limiting independent oversight of management.
The strategic failures and missteps that we believe are holding
Immunomedics back include the following:
-
The Company’s breach of American Society of Clinical Oncology’s (ASCO)
data embargo leading to their ejection from this prestigious
conference. -
The Company’s failure to deliver on its promise of signing a
partnership or licensing agreement to move its drug candidate,
IMMU-132, through clinical development. Immunomedics’ continued
failure to enter a partnership has stymied efforts to complete the
clinical trials necessary to deliver this promising therapy to
patients with no other treatment options. -
What we view as the Company management team’s self-enrichment at the
expense of stockholders, and the issuance of a dilutive financing at a
punitive discount. -
The Company’s inability to retain independent Board members and senior
management, most notably the recent resignation of Board member Arthur
Kirsch and special advisor Sol Barer, as well as the Company’s Chief
Medical Officer and Chief Financial Officer. The remaining Board has
become stagnant, with each director having served for more than a
decade.
We believe the Company’s failures have eroded the investment community’s
confidence in the Board’s ability to oversee the advancement of this
important medicine. That is why we are nominating four director
candidates (three of whom are wholly-independent of venBio) who we
believe have the strong pharmaceutical development background,
commercial manufacturing expertise, and pharmaceutical partnering/deal
making experience that the Company sorely and urgently needs. We believe
these candidates will bring a diligent and analytical approach to the
Board and build a culture of strong oversight and effective management
to drive sustained value at the Company and rapidly deliver IMMU-132 to
patients in need.”
venBio’s nominees for the Immunomedics Board of Directors include:
-
Scott Canute – Mr. Canute has more than 34 years of experience
in the biopharmaceutical industry, having served as President, Global
Manufacturing and Corporate Operations at Genzyme Corporation and
previously as President of Global Manufacturing Operations at Eli
Lilly and Company. He holds a B.S. in chemical engineering from the
University of Michigan and an M.B.A. from Harvard Business School. Mr.
Canute’s specific expertise in the area of commercial biologics
manufacturing and CMC as well as his extensive Board experience with
multiple pharmaceutical companies, make him well qualified to serve on
the Board of Immunomedics, in our view. -
Peter Barton Hutt – Mr. Hutt is a renowned expert in food and
drug law and currently serves as Senior Counsel at Covington & Burling
LLP. He began his law practice with the firm in 1960 and has remained
at the firm with the exception of serving as Chief Counsel for the
Food and Drug Administration from 1971 until 1975. He has been
recognized by The Washingtonian magazine as one of Washington’s 50
best lawyers and one of the 40 best health care lawyers in the U.S. by
the National Law Journal. He holds a B.A. from Yale University, an
LL.B. from Harvard Law School, and an LL.M. from the New York
University School of Law. We believe that Mr. Hutt’s expertise in
the US and EU regulatory frameworks including successful interactions
with both the FDA and the EMA as well as his service on a wide range
of Boards of Directors in the biotechnology and pharmaceutical
industries, make him very well qualified for the Board of Immunomedics. -
Dr. Khalid Islam – Dr. Islam has over 29 years of experience in
the pharmaceutical and biotechnology industry and currently serves as
the Managing Director of Life Sciences Management GmbH. He also
co-founded Sirius Healthcare Partners, a Swiss life sciences company,
and PrevABR LLC, an American clinical-stage therapeutics company. Dr.
Islam also previously served as Chairman and CEO of Gentium S.p.A., a
Nasdaq-listed pharmaceutical company. Dr. Islam graduated from Chelsea
College and received his PhD from Imperial College, University of
London. In our view, Dr. Islam’s extraordinary board experience,
deep knowledge of business development and collaboration, and
outstanding leadership position him well to be a Board member at
Immunomedics. -
Dr. Behzad Aghazadeh – Dr. Aghazadeh is a Managing Partner and
Portfolio Manager of the venBio Select Fund. He brings more than 20
years of experience in the biopharmaceutical industry, including more
than 10 years as an institutional investor and previously six years at
Booz Allen as a general management consultant to senior executive
teams in the healthcare sector. Dr. Aghazadeh holds a Master’s in
Physics from the Ludwig-Maximilians-University (Munich, Germany) and a
PhD in Biochemistry & Biophysics from Cornell University. We
believe that Dr. Aghazadeh’s extensive experience working on strategic
initiatives for executive management teams and boards of directors of
numerous companies in the biopharmaceutical industry, as well as his
considerable experience as an investor in emerging companies in the
sector, make him well-qualified to serve as a director of Immunomedics.
In addition, if our nominees join the Board, they will be able to rely
on venBio’s strong advisory network, including appointing Dr. Richard
Heyman as an advisor to the Board. Dr. Heyman possesses extensive
relevant experience, having served as the co-founder and Chief Executive
Officer of Aragon Pharmaceuticals, which focused on androgen receptor
signaling inhibitors for the treatment of prostate cancer and was
acquired by Johnson & Johnson in 2013, and Seragon Pharmaceuticals,
which focused on Selective Estrogen Receptor Degraders (SERDs) for the
treatment of breast cancer and was acquired by Genentech in 2014.
About venBio Select Advisor LLC
venBio Select Advisor LLC is the SEC registered investment manager for
venBio’s public markets strategy and its main equity investment vehicle
– the venBio Select Fund – which primarily invests across the
biotechnology and therapeutics sector. venBio Select invests principally
in securities of publically traded biotechnology companies developing
disruptive, innovative assets. Our investments are frequently via
capital infusion into the companies, thereby directly supporting the
advancement of important novel therapies. The Fund is managed by Dr.
Behzad Aghazadeh, supported by a team of seasoned professionals with
advanced medical and scientific backgrounds, and extensive investment
experience in the biopharmaceutical industry. The investment and
business operations for venBio Select are based in New York. venBio’s
venture capital business is based in San Francisco and manages the two
venBio Strategic Funds, partnering with industry leaders to build and
invest in game-changing medicines and technologies with a focus on novel
therapeutics for unmet medical needs.
About the Proxy Solicitation
venBio Select Advisor LLC, Behzad Aghazadeh, Scott Canute, Peter Barton
Hutt and Khalid Islam (collectively, the “Participants”) intend to file
with the Securities and Exchange Commission (the “SEC”) a definitive
proxy statement and accompanying form of proxy to be used in connection
with the solicitation of consents from the stockholders of Immunomedics
(the “Company”). All stockholders of the Company are advised to read the
definitive proxy statement and other documents related to the
solicitation of proxies by the Participants when they become available,
as they will contain important information, including additional
information related to the Participants. The definitive proxy statement
and an accompanying proxy card will be furnished to some or all of the
Company’s stockholders and will be, along with other relevant documents,
available at no charge on the SEC website at http://www.sec.gov/
or from Okapi Partners at 212-297-0720 or info@okapipartners.com.
Information about the Participants and a description of their direct or
indirect interests by security holdings is contained in the preliminary
proxy statement on Schedule 14A filed by the Participants with the SEC
on November 16, 2016. This document is available free of charge from the
sources indicated above.
Warning Regarding Forward Looking Statements
THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS. FORWARD LOOKING
STATEMENTS CAN BE IDENTIFIED BY USE OF WORDS SUCH AS « OUTLOOK »,
« BELIEVE », « INTEND », « EXPECT », « POTENTIAL », « WILL », « MAY », « SHOULD »,
« ESTIMATE », « ANTICIPATE », AND DERIVATIVES OR NEGATIVES OF SUCH WORDS OR
SIMILAR WORDS. FORWARD LOOKING STATEMENTS IN THIS PRESS RELEASE ARE
BASED UPON PRESENT BELIEFS OR EXPECTATIONS. HOWEVER, FORWARD LOOKING
STATEMENTS AND THEIR IMPLICATIONS ARE NOT GUARANTEED TO OCCUR AND MAY
NOT OCCUR AS A RESULT OF VARIOUS RISKS, REASONS AND UNCERTAINTIES.
EXCEPT AS REQUIRED BY LAW, VENBIO AND ITS AFFILIATES AND RELATED PERSONS
UNDERTAKE NO OBLIGATION TO UPDATE ANY FORWARD LOOKING STATEMENT, WHETHER
AS A RESULT OF NEW INFORMATION, FUTURE DEVELOPMENTS OR OTHERWISE.
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Contacts
Investor Contact
Okapi Partners LLC
Bruce H. Goldfarb /
Lydia Mulyk, 212-297-0720
info@okapipartners.com
or
Media
Contact
Sloane & Company
Dan Zacchei, 212-486-9500
dzacchei@sloanepr.com
or
Joe
Germani, 212-486-9500
jgermani@sloanepr.com
Source: venBio Select Advisor LLC
Cet article venBio Comments on its Recent Nomination of Four Highly-Qualified
Candidates for Board of Immunomedics, Inc. est apparu en premier sur EEI-BIOTECHFINANCES.