SAN DIEGO—OptimerPharmaceuticals recently announced that its board of directors had appointed as its new chairman Dr. Hank McKinnell, who had been appointed lead independent director atthe board's meeting in late February.
The company also announced that KurtHartman—who currently serves as general counsel, chief compliance officer andsenior vice president has been appointed acting chief financial officer (CFO) as search for permanent CFO begins.
The changes were made after the board of directors had removed Dr. Michael Chang as chairman and had terminated John D.Prunty from the CFO role, along with Dr. Youe-Kong Shue, who served in the role of company vice president.
TheBoard, excluding Dr. Chang, unanimously approved the personnel changes.
According to Optimer, Chang remains as a director of the company, but the board has requested his resignation.
The changes are not expected to materially impactthe company's revenues or operations, including the commercialization andlaunch of DIFICID. In fact, in a separate announcement, the company announced that, based uponpreliminary results, it expects to report gross revenues of approximately$16.45 million for the first quarter of 2012, an increase of approximately 36 percentover gross revenues for the fourth quarter of 2011.
The board and personnel shakeup is related to what the company calls "certain lapses in corporate governancepractices and the company's relationship with Optimer Biotechnology Inc.(OBI), its 43 percent-owned independent, Taiwanese-based affiliate."
Chang's removal as chairman resulted from the board's views regarding his actions as Optimer's representative onthe board of directors of OBI as well as his "failure to identify andeffectively manage compliance, record keeping and conflict of interest issuesin connection with OBI's grant to Dr. Chang, potentially for the benefit of athird party, of 1.5 million shares of OBI."
The terminations of Prunty andShue were related to the belief of Optimer's independent directors thatboth individuals failed to follow proper procedures when they became aware ofthe issues related to the issuance of the OBI shares to Chang.
McKinnell said. "However, the board believesthey reflect the importance to the company of good corporate governancepractices and that they are in the best interests of the company and its stakeholders.Importantly, the issues surrounding the board's decision relate solely to the company's relationship with OBI."
Reportedly, Optimer has disclosed the matter tothe relevant U.S. authorities and is cooperating with those authorities inreviewing the matter.
"Clearly, we aredisappointed that we had to take these actions,"
Optimer is a globalbiopharmaceutical company focused on discovering, developing andcommercializing innovative hospital specialty products "that have a positiveimpact on society." Optimer developed and commercialized DIFICID (fidaxomicin)tablets, an FDA-approved antibacterial drug for the treatment of adult patientswith Clostridium difficile-associated diarrhea.
