BioCentury
ARTICLE | Company News

Bioniche cancer news

September 16, 2013 7:00 AM UTC

Bioniche reached a settlement with dissident shareholders, former Biovail Corp. CEO William Wells and former Biovail SVP Greg Gubitz. Under the settlement, Gubitz and Wells agreed to subscribe for an aggregate of C$250,000 ($240,245) of units under the current prospectus offering, support the sale of Bioniche's animal health division subject to a stated minimum price and cease shareholder activism for two years. The board will be reduced to seven members, and the company will nominate a new slate of directors for election at the annual shareholder meeting on Nov. 5. The new slate will include current directors James Rae, Rod Budd, Gubitz, the company's new to-be-named CEO and three new independent directors selected from a list of candidates agreed upon by Bioniche and the dissident shareholders. The board will then oversee the sale of the animal health division, sale or partnering of the vaccine manufacturing center (VMC), strategic review of bladder cancer compound Urocidin and the appointment of a new CEO. Bioniche committed, subject to certain conditions, to distribute to shareholders 90% of the net aggregate proceeds from the sale of the animal health division and VMC exceeding C$75 million ($72.1 million) through share buybacks or dividends. In a June 2013 open letter to shareholders, Graeme McRae said he will step down as president and CEO of Bioniche once the company hires a new CEO. The board will appoint McRae as chairman emeritus, a non-voting position (see BioCentury, May 20 & July 15).

In April, Bioniche responded to an April 19 letter from Wells and Gubitz, who represent a group of shareholders that together own over 5% of Bioniche shares. In the letter, the former Biovail executives say they had approached Bioniche with "tangible solutions to fix the company," but were rebuffed, and now seek open dialogue with the company and all shareholders (see BioCentury, April 19). ...