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|Cipher Pharmaceuticals Proposes Adding Robert Tessarolo and Arthur Deboeck to Board of Directors|
Mark Beaudet expected to be appointed new independent Chair of Board
MISSISSAUGA, ONTARIO, April 12, 2017 – Cipher Pharmaceuticals Inc. (TSX:CPH) (“Cipher” or “the Company”) today announced several proposed changes to its Board of Directors, to be voted upon at the Company’s Annual Meeting on May 11, 2017. The items of business to be considered at the meeting are described in the Notice of Annual Meeting of Shareholders and accompanying Management Information Circular available at www.sedar.com.
Robert Tessarolo, who will become Cipher’s President and Chief Executive Officer on April 17, 2017, and Arthur Deboeck, Vice-President and General Manager of Galephar Pharmaceutical Research, Inc. (“Galephar”), Cipher’s strategic partner, are being proposed for election to Cipher’s Board of Directors. They join current directors Dr. John Mull, Harold Wolkin, Christian Godin and Mark Beaudet as management nominees. In addition, the Company anounced that Mr. Beaudet is expected to be appointed the new independent Chair of the Board. Stephen Wiseman, Stefan Aigner and Thomas Wellner will not stand for re-election at the upcoming meeting.
“We believe Rob and Arthur will be excellent additions to the Board. They both bring extensive and highly relevant industry experience to complement the skills and capabilities of the Board,” said Dr. John Mull, Chair of Cipher's Board of Directors. “I would like to thank Stephen, Stefan and Tom for their insights and tremendous service to Cipher and wish them continued success.”
Mr. Deboeck is currently the Founder, Vice-President and General Manager of Galephar, a Puerto Rico-based pharmaceutical research company with dermal oral and pulmonary drug delivery technology, formulation, and manufacturing expertise. Galephar has developed and licensed to Cipher various pharmaceutical products and manufactures products for Cipher. Mr. Deboeck has more than 45 years of experience in the pharmaceutical field of drug delivery. He received his education as a chemical engineer from the Institut Meurice Chimie, Brussels, Belgium and a Galenic Pharmacy degree from the University of Liege, Belgium.
Mr. Tessarolo most recently held the position of Vice President & General Manager with Celgene Corporation until March 31, 2017, where he was responsible for leading their U.S. Inflammation & Immunology business. He contributed to the substantial expansion of the U.S. business in 2016, which was led by the rapid growth of Otezla for plaque psoriasis and psoriatic arthritis. Prior to joining Celgene in September, 2015, Mr. Tessarolo led the launch of Actavis, plc’s Canadian Specialty Pharmaceutical Division, serving as President & General Manager – Canada of Actavis Specialty Pharmaceuticals Co. Under his leadership, Mr. Tessarolo established a Canadian business of over 140 employees and $190 million in revenues, leading his team through several new product launches and the successful integration of multiple company acquisitions, including Warner Chilcott, Forest Labs and Allergan. Prior to joining Actavis in 2011, Mr. Tessarolo held a number of positions of increasing responsibility with Biovail Pharmaceuticals Canada, culminating in his appointment to the position of Vice President and General Manager. Mr. Tessarolo had direct oversight and accountability for country strategy, operations, business development and financial responsibilities for each of the Canadian entities he has led. Mr. Tessarolo received his B.A. in Economics at Carleton University and has attended the Advanced Management Program for General Management at the Ross School of Business, University of Michigan.
About Cipher Pharmaceuticals Inc.
Cipher (TSX:CPH) is a specialty pharmaceutical company, with a robust and diversified portfolio of commercial and early to late-stage products. Cipher acquires products that fulfill unmet medical needs, manages the required clinical development and regulatory approval process, and markets those products either directly in Canada and the U.S. or indirectly through partners in Canada, the U.S., and South America. For more information, visit www.cipherpharma.com.
This document includes forward-looking statements within the meaning of certain securities laws, including the "safe harbour" provisions of the Securities Act (Ontario) and other provincial securities law in Canada and U.S. securities laws. These forward-looking statements include, among others, statements with respect to our objectives, goals and strategies to achieve those objectives and goals, as well as statements with respect to our beliefs, plans, objectives, expectations, anticipations, estimates and intentions. The words "may", "will", "could", "should", "would", "suspect", "outlook", "believe", "plan", "anticipate", "estimate", "expect", "intend", "forecast", "objective", "hope" and "continue" (or the negative thereof), and words and expressions of similar import, are intended to identify forward-looking statements.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, which give rise to the possibility that predictions, forecasts, projections and other forward-looking statements will not be achieved. Certain material factors or assumptions are applied in making forward-looking statements and actual results may differ materially from those expressed or implied in such statements. We caution readers not to place undue reliance on these statements as a number of important factors, many of which are beyond our control, could cause our actual results to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates and intentions expressed in such forward-looking statements. These factors include, but are not limited to, there is no certainty that the consideration of strategic alternatives will result in any transaction or alternative being undertaken or pursued; our ability to enter into in-licensing, development, manufacturing and marketing and distribution agreements with other pharmaceutical companies and keep such agreements in effect; our dependency on a limited number of products; integration difficulties and other risks if we acquire or in-license technologies or product candidates; reliance on third parties for the marketing of certain products; the product approval process is highly unpredictable; the timing of completion of clinical trials; reliance on third parties to manufacture our products; we may be subject to product liability claims; unexpected product safety or efficacy concerns may arise; we generate license revenue from a limited number of distribution and supply agreements; the pharmaceutical industry is highly competitive; requirements for additional capital to fund future operations; dependence on key managerial personnel and external collaborators; no assurance that we will receive regulatory approvals in the U.S., Canada or any other jurisdictions; certain of our products are subject to regulation as controlled substances; limitations on reimbursement in the healthcare industry; limited reimbursement for products by government authorities and third-party payor policies; various laws pertaining to health care fraud and abuse; reliance on the success of strategic investments and partnerships; the publication of negative results of clinical trials; unpredictable development goals and projected time frames; rising insurance costs; ability to enforce covenants not to compete; risks associated with the industry in which it operates; we may be unsuccessful in evaluating material risks involved in completed and future acquisitions; we may be unable to identify, acquire or integrate acquisition targets successfully; operations in the U.S.; inability to meet covenants under our long term debt arrangement; compliance with privacy and security regulation; our policies regarding returns, allowances and chargebacks may reduce revenues; certain regulations could restrict our activities; additional regulatory burden and controls over financial reporting; reliance on third parties to perform certain services; general commercial litigation, class actions, other litigation claims and regulatory actions; our delisting from the NASDAQ Global Market and deregistration of our Common Shares under the U.S. Securities Exchange Act of 1934, as amended; the difficulty for shareholders to realize in the United States upon judgments of U.S. courts predicated upon civil liability of the Company and its directors and officers; certain adverse tax rules applicable to U.S. holders of our Common Shares if we are a passive foreign investment company for U.S. federal income tax purposes; the potential violation of intellectual property rights of third parties; our efforts to obtain, protect or enforce our patents and other intellectual property rights related to our products; changes in U.S., Canadian or foreign patent laws; litigation in the pharmaceutical industry concerning the manufacture and supply of novel and generic versions of existing drugs; inability to protect our trademarks from infringement; shareholders may be further diluted; volatility of our share price; a significant shareholder; we do not currently intend to pay dividends; our operating results may fluctuate significantly; and our debt obligations will have priority over the Common Shares in the event of a liquidation, dissolution or winding up.
We caution that the foregoing list of important factors that may affect future results is not exhaustive. When reviewing our forward-looking statements, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Additional information about factors that may cause actual results to differ materially from expectations, and about material factors or assumptions applied in making forward-looking statements, may be found in the "Risk Factors" section of our Annual Information Form and in our Management's Discussion and Analysis of Operating Results and Financial Position for the year ended December 31, 2016, and elsewhere in our filings with Canadian securities regulators. Except as required by Canadian securities laws, we do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf; such statements speak only as of the date made. The forward-looking statements included herein are expressly qualified in their entirety by this cautionary language.
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