CHICAGO, Oct. 10, 2017 /PRNewswire/ -- Ronin Trading,
LLC and SW Investment Management LLC (together with the other
participants in their solicitation, "Ronin" or "we"), collectively
the second largest stockholder of Peregrine Pharmaceuticals, Inc.
("Peregrine" or the "Company") (NASDAQ:PPHM), with aggregate
beneficial ownership of approximately 8.9% of the Company's
outstanding shares of common stock, today issued the following
statement with respect to Peregrine.
We are excited to announce our additional nomination of
James (Jamie) J. Egan, a 30-year
biotech veteran, for election to Peregrine's Board of Directors
(the "Board") at the Company's 2017 annual meeting of stockholders
(the "2017 Annual Meeting"). We believe Mr. Egan's deep
understanding of antibodies, history of senior operations roles at
reputable companies in the biotech industry, and proven ability to
execute large deals with major pharmaceutical firms make him
ideally suited for the Board and a great complement to our
previously announced slate of nominees (Gregory P. Sargen, Brian
W. Scanlan and Saiid
Zarrabian). Mr. Egan's qualifications are discussed in
greater detail below.
Ronin has put forth a slate of highly qualified candidates that
we believe are capable of delivering stockholder value. Therefore,
we are extremely frustrated that the Board continues to needlessly
delay the 2017 Annual Meeting, an action that we believe benefits
insiders at the expense of stockholders. It has been over ten weeks
since Peregrine announced its intention to expand the size of the
Board "from four to up to seven members through the addition of
new highly-qualified independent directors," yet incredibly,
the Board still has not announced a single independent candidate
for its slate of nominees. Stockholders should not be punished for
the Board's inability to identify qualified independent directors.
Furthermore, we are dismayed that Peregrine's first new director
candidate, Dr. Roger Lias, is a
Company insider rather than an independent member. Not only is it
inappropriate for two Company insiders to serve on the Board, but
this appointment directly contradicts Peregrine's own statement
about adding "independent" directors. We feel these actions are yet
more evidence of the extraordinarily poor corporate governance
practices at the Company and highlight the need for an overhaul of
Peregrine's leadership.
Considering that Peregrine's past 15 annual meetings were held
in October, it is blatantly obvious to us that the Company is
stalling as a means to entrench the incumbents and insulate them
from the will of Peregrine's stockholders. To the extent the
Company fails to promptly call the 2017 Annual Meeting, we intend
to file suit in accordance with Delaware law to compel the holding of the
meeting so we can continue this process of change.
James J. Egan ("Jamie")
currently serves as a strategic advisor to Numab AG, a Swiss
biotech company that develops antibody-based therapeutics. From
2009 – 2012, Jamie was the Chief Operating Officer of Sucampo
Pharmaceuticals, Inc., a publicly-traded global pharmaceutical
company, during which time he worked closely with the company's
manufacturing partners. Prior to that, Mr. Egan served as Chief
Business Officer of ESBATech AG, a privately held Swiss
biotechnology company, from 2006 until its acquisition by Alcon
S.A. for $589 million in 2009, which
Mr. Egan facilitated. From 2001 – 2006, Jamie was Senior VP of
Licensing and Corporate Development for biopharmaceutical company
Idenix Pharmaceuticals, Inc. ("Idenix"), where he played an
instrumental role in Novartis AG's $255
million investment in the company as part of a strategic
alliance that allowed Idenix to go public in 2004. Idenix was later
acquired by Merck & Co. in 2014 for nearly $3.9 billion. Mr. Egan has also held senior
operations roles at pharmaceutical company G.D. Searle & Co. and global healthcare
company Abbott Laboratories in the 1980's and 1990's. Prior to
becoming a biotech executive, Mr. Egan was a foreign services
officer at the US embassy in Tokyo
and an attorney with the Department of Justice. Mr. Egan is fluent
in Japanese.
CERTAIN INFORMATION CONCERNING THE
PARTICIPANTS
Ronin Trading, LLC, together with the other participants named
herein (collectively, "Ronin"), has filed a preliminary proxy
statement and an accompanying proxy card with the Securities and
Exchange Commission ("SEC") to be used to solicit votes for the
election of its slate of four highly qualified director nominees at
the 2017 annual meeting of stockholders Peregrine Pharmaceuticals,
Inc., a Delaware corporation (the
"Company").
RONIN STRONGLY ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ
THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH
PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S WEB
SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THIS
PROXY SOLICITATION WILL PROVIDE COPIES OF THE PROXY STATEMENT
WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST.
The participants in the solicitation are Ronin Trading, LLC
("Ronin Trading"), John S. Stafford,
III, SWIM Partners LP ("SWIM Partners"), SW Investment
Management LLC ("SW Management"), Stephen
White, James J. Egan,
Gregory P. Sargen, Brian W. Scanlan and Saiid Zarrabian.
As of the date hereof, Ronin Trading directly beneficially owned
3,310,652 shares of the Company's common stock, $0.001 par value per share ("Common Stock"),
including 137,260 shares of Common Stock that may be acquired upon
the conversion of 115,299 shares of the Company's 10.50% Series E
Convertible Preferred Stock, $0.001
par value per share ("Series E Preferred Stock"). Mr. Stafford, as
the Manager of Ronin Trading, may be deemed to beneficially own the
3,310,652 shares of Common Stock beneficially owned directly by
Ronin Trading. As of the date hereof, SWIM Partners directly
beneficially owned 510,333 shares of Common Stock, including 10,333
shares of Common Stock that may be acquired upon the conversion of
8,680 shares of Series E Preferred Stock. As of the date hereof, an
account separately managed by SW Management (the "SW Account") held
203,714 shares of Common Stock, including 3,714 shares of Common
Stock that may be acquired upon the conversion of 3,120 shares of
Series E Preferred Stock. SW Management, as the general partner and
investment adviser of SWIM Partners and the investment adviser of
the SW Account, may be deemed to beneficially own the 714,047
shares of Common Stock beneficially owned in the aggregate by SWIM
Partners and held in the SW Account. Mr. White, as the Manager of
SW Management, may be deemed to beneficially own the 714,047 shares
of Common Stock beneficially owned in the aggregate by SWIM
Partners and held in the SW Account. As of the date hereof, Messrs.
Egan, Sargen, Scanlan and Zarrabian did not beneficially own any
securities of the Company.
Investor Contact:
Stephen White
SW Investment Management LLC
(312) 765-7033
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SOURCE Ronin Trading, LLC and SW Investment Management LLC