- Makes Case for Urgent Change, Improved Governance and a Common-Sense Strategic Growth Plan
- Details History of Failed Execution, Underperformance and Conflicts of Interest Under Current Board and CEO
- Provides Background on Experienced, Independent Director Nominees That Can Effect Positive Change
- Rebuts Knight’s Campaign of Misinformation and Harassment Against Shareholders
PETACH TIKVA, Israel, April 18, 2019 – Medison Biotech (1995) Ltd. (“Medison“), which together with its affiliates owns more than 10.4 million shares or 7.3% of Knight Therapeutics, Inc. (TSX: GUD) (“Knight” or the “Company”), today made its case for urgent change, improved governance and a promising future at the Company in a detailed presentation to shareholders. The full presentation can be downloaded at www.NewDayForKnight.com.
Meir Jakobsohn, CEO of Medison, said, “Knight has failed and the need for change is indisputable. Hobbled by a conflicted Board of Directors and CEO who have no strategy, the Company has failed to realize its vision and deliver value for shareholders. Knight’s underperforming stock price, which attributes insignificant value to Knight’s pharmaceutical business, is a clear reflection of shareholders’ disappointment with Knight’s progress.”
Medison’s presentation to shareholders details why change is urgently needed at Knight in order to build a sustainable pharma business and long-term value for its shareholders. These reasons include:
- In five years as a public company, Knight has failed to build successful pharmaceutical operations.
- Knight’s stock, buoyed only by its $787 million in cash on the balance sheet, has been flat for more than three years while market indexes and pharma stocks have appreciated substantially.
- The market recognizes Knight’s lack of operating business and prospects by currently valuing the Company as if it were a financial asset holding company; the business prospects are valued at $0.38 per share, down more than 90% in three years.
- Instead of building an operating business, Knight has stockpiled cash and engaged in opportunistic, non-strategic and risky financial transactions, such as investing in venture capital funds and making illiquid loans to emerging companies – sometimes involving related parties.
- Knight’s CEO owns more equity in a direct competitor than he owns in Knight, creating an unprecedented and untenable conflict of interest.
- Knight’s Chairman and other directors have extensive business dealings and personal ties to the CEO, to major competitors and to one another, making objective oversight difficult and unlikely.
- Knight’s incumbent directors lack operating experience in the pharma industry and have proven themselves unable to build a profitable business.
Medison has nominated five exceptional and independent professionals to the Board plus its CEO, Meir Jakobsohn, who has served on Knight’s Board since 2015. Unlike Knight’s current directors, none of the new Board candidates nominated by Medison have any ties to Knight, Medison or any of their respective executives. All of Medison’s nominees have extensive experience operating pharmaceutical companies at the highest levels.
Mr. Jakobsohn continued, “We’ve spoken with many shareholders who are just as frustrated as we are about the Company’s poor performance, lack of focus and inexcusable conflicts of interest. They recognize that they have a real opportunity to change the course of their Company by electing Medison’s slate of five highly-qualified, independent pharmaceutical executives, plus myself. Knight shareholders can finally have a Board that acts decisively and in the sole interest of the shareholders. Tremendous momentum for change is building quickly. With shareholders support, we can begin a new day for Knight.”
With over twenty years of experience in the pharmaceutical business, Medison firmly believes that Knight has the opportunity to build a growing and profitable business. Accordingly, Medison and the nominees have developed a plan to help Knight become a world-class pharmaceutical business by:
- Focusing on in-licensing innovative medicines that treat life-altering or life-threatening diseases, which are the drugs that have the best economics in the pharma business;
- Building commercialization capabilities in Canada and other select “rest of world” (ROW) markets;
- Becoming the partner-of-choice for innovative biotech companies in the Canadian and other ROW markets; and
- Returning excess capital to shareholders, including at least $100 million immediately.
Medison encourages shareholders to read its Information Circular, available at www.NewDayForKnight.com for the complete, truthful story about Knight’s failure to create value for shareholders and the best way forward.
TIME IS OF THE ESSENCE
VOTE ONLY GOLD TODAY
If you have any questions and/or need assistance completing your GOLD form of proxy or VIF, please call Shorecrest at 1-888-637-5789 (toll-free) or 647-931-7454 (collect calls accepted), or e-mail firstname.lastname@example.org.
Medison is one of the world’s largest commercial partners of leading global biotech companies. Backed by three generations of experience in the healthcare industry since 1937, Medison is uniquely qualified to provide the complete spectrum of integrated services for international companies looking to enter or expand their presence in Israeli and selected ROW markets. Over the years, Medison has become the partner of choice for biotech companies that produce highly innovative, cutting edge therapeutics for commercialization in the Israeli market and is currently the second largest pharmaceutical company in Israel, with over CAD 250 million in revenues annually and over 270 employees. Medison runs a corporate venture arm with a dedicated research and evaluation team boasting deep scientific and commercial backgrounds. Medison also operates a scouting program to cater to its partners and is an active investor in life science projects around drug development and digital health.
Additional information can be found at www.medison.co.il.
Forward Looking Statement
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws, including, without limitation, Medison’s and Knight’s respective priorities, plans and strategies. All statements and information, other than statements of historical fact, included herein are forward-looking statements, including, without limitation, statements regarding activities, events or developments that Medison expects or anticipates may occur in the future. These forward-looking statements can be identified by the use of forward-looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “believe” or “continue” or similar words and expressions or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements are based will occur or, even if they do occur, will result in the performance, events or results expected. We caution readers not to place undue reliance on forward-looking statements contained herein, which are not a guarantee of performance, events or results and are subject to a number of risks, uncertainties and other factors that could cause actual performance, events or results to differ materially from those expressed or implied by such forward-looking statements. These factors include: changes in Knight’s strategies, plans or prospects; general economic, industry, business, regulatory and market conditions; actions of Knight and its competitors; conditions in the pharmaceutical industry; risks relating to government regulation and changes thereto, including in respect of the regulations concerning board composition, proxy solicitation and shareholder meetings; the state of the economy including general economic conditions globally and economic conditions in the jurisdictions in which Knight operates; the unpredictability and volatility of Knight’s share price; and dilution and future sales of securities of the Company. These factors should not be construed as exhaustive. Certain forward-looking statements contained herein may be considered to be future-oriented financial information or a financial outlook for the purposes of applicable Canadian securities laws. Future oriented financial information and financial outlook contained herein about prospective financial performance, financial position or cash flows are based on assumptions about future events, including economic conditions and proposed courses of action, based on the applicable management team’s assessment of the relevant information available to them at the applicable time, and to become available in the future. In particular, the information contains projected operational information for future periods which are based on a number of material assumptions and factors. The actual results of the applicable operations for any period could vary from the amounts set forth in these projections, and such variations may be material. Further, there is no assurance or guarantee with respect to the prices at which any securities of Knight will trade, and such securities may not trade at prices that may be implied herein. See above for a discussion of the risks that could cause actual results to vary from such forward-looking statements. Readers are cautioned that all forward-looking statements involve known and unknown risks and uncertainties, including those risks and uncertainties detailed in the continuous disclosure and other filings of Knight, copies of which are available on the System for Electronic Document Analysis (“SEDAR”) at www.sedar.com. We urge you to carefully consider those risks and uncertainties. The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. Unless expressly stated otherwise, the forward-looking statements included herein are made as of the date of this news release and Medison disclaims any obligation to publicly update such forward-looking statements, except as required by applicable law.
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