SAN JOSE, Calif., June 2, 2014 /PRNewswire/ -- Viropro, Inc.
(OTCBB: VPRO), a Nevada
corporation that was formed to specialize in contract research,
development and manufacturing of biotherapeutic proteins for the
treatment of various diseases including cancer, diabetes,
inflammation and hepatitis, today announced that it has a new Board
of Directors as a result of an order of the Supreme Court of the
State of New York in a challenge
by a majority of the Viropro shareholders to the management of
Viropro.
On May 27, 2014 in a case styled
Spring Hill Bioventures SDN BHD, derivatively and on behalf of
Viropro, Inc., v. Cynthia Ekberg
Tsai and Richard Serbin
(Index No. 654167/2013), New York
State Supreme Court Justice Eileen
Bransten ordered that the will of the majority of Viropro
shareholders set forth in a written consent dated March 27, 2014 be enforced and that Cynthia Ekberg Tsai and Richard Serbin, whose terms as directors had
expired, be replaced by the following Board members: Bruce A. Cohen, Kenneth
A. Sorensen and Michelle L. E.
Peake. In addition, Justice
Bransten ordered Cynthia Ekberg
Tsai, the President and CEO of Viropro at the time of this
court Order, to turn over all documents and incidents of control
over Viropro, including all information about Viropro's accounts
and access to them, to the new Board of Directors.
The new Board of Directors terminated Cynthia Ekberg Tsai as President and CEO of
Viropro and appointed Joseph J.
Vallner as Acting President and Bruce A. Cohen as Chairman of the Board.
Dr. Vallner has served as Founder and CEO of ORUUS Pharma, a cancer
drug delivery company, CEO of Lumera Corp., a company that
developed products for electro-optics applications, which was a
publicly traded company on NASDAQ during the time Dr. Vallner was
its CEO, and President and CEO of Capnia, a company that developed
nasal delivery of therapeutic gas for migraine and other
inflammation disorders. Dr. Vallner previously served as
President and COO of Gell Genesys
and as EVP and COO of SEQUUS Pharmaceuticals.
Mr. Cohen was the founding President and CEO of Acacia
BioSciences, Cellerant Therapeutics and VitaPath Genetics. He
also served as CFO of GeneSoft Pharmaceuticals, VP at SEQUUS
Pharmaceuticals and in several positions at Baxter. Mr. Cohen
was the President and COO of ViTel International and a management
consultant with Monitor Company. Mr. Cohen has an MBA with
distinction from Harvard Business
School, and a BA and MA from Tufts University. The
Board is evaluating the best short and long-term options for the
shareholders of Viropro.
The above Order by Justice
Bransten was issued in response to a law suit by Spring Hill
Bioventures SDN BHD, which sought and obtained a preliminary
injunction to prevent further harm to Viropro as a result of a
deadlocked Board and actions that it and the majority of the other
shareholders believed were allowing the defendants to act without
authority to pursue their self-interest at the shareholders'
expense. Justice Bransten had
granted plaintiff's request for a preliminary injunction on
March 20, 2014. Spring Hill
Bioventures initially filed a law suit against the defendants on
December 4, 2013 alleging fraud,
breach of fiduciary duty and unjust enrichment from
self-dealing. Spring Hill Bioventures sought an accounting, a
permanent injunction against further harmful actions by the
defendants and damages of not less than $10
million. That law suit is still pending and plaintiff
intends to pursue its damage claims vigorously against the
defendants.
SOURCE Viropro, Inc.