PETACH TIKVA, Israel, April 30, 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 noted that Knight CEO Jonathan Goodman is presenting at the Bloom Burton & Co. Healthcare Investor Conference at 930 AM ET. The conference is being held at 255 Front Street West – MTCC North Building (Lower Level 100). Medison urges Knight shareholders to demand answers from Knight and Jonathan Goodman regarding ongoing governance problems and the Company’s lack of a coherent strategy to improve shareholder value.
Medison believes the owners of Knight deserve better and should ask the following questions:
- Jonathan, you continue to urge investors to hold the stock for their grandchildren. The current trajectory, however, is downward. What are you saying to the hundreds of portfolio managers who have lost money in their position in Knight and do not have 20 years to wait to see if it works out?
2. It was revealed that you and your family are anchor investors in chairman Jim Gale’s venture capital funds, and that Mr. Gale is doing a lot of business with an acknowledged competitor of Knight and with your family. As a shareholder, are you going to vote to re-elect Mr. Gale? Do you think he is the most appropriate person to provide oversight of you as CEO, even as you invest in his funds?
3. Did you vote to approve Knight’s loan to a company controlled by Mr. Gale’s fund? If yes, why didn’t you disclose to shareholders that you and your family have an interest in Mr. Gale’s fund? Who initiated this loan opportunity for Knight and can you explain why Knight pursued a loan without product rights, which is inconsistent with Knight’s stated strategy?
4. Knight loaned $10 million to a Mexican pharmaceutical company, Moksha8, which distributes mostly generic drugs, and then further committed to lend up to $125 million. With no product rights, Knight’s “upside” on this transaction is purely as a financial intermediary. How does this type of transaction fit with Knight’s stated vision?
5. Medison estimated in their presentation that Knight’s entire product portfolio will generate less than $35M in annual sales five years from now, coupled with continued operational loss. What is your response?
6. Knight has invested and committed to invest over $300M in “strategic” funds and loans. Medison estimates these transactions will lead to less than $1M in annual sales in a few years’ time. Do you still consider these $300M of funds and loans to be strategic?
7. Samira Sakhia has been reporting directly to you for the past 18 years. Do you think she can provide the right level of oversight needed to be an effective director? Are you voting your shares for her to be re-elected, despite her lack of independence, as recently confirmed by the two leading proxy vote advisors, Glass Lewis and ISS?
8. You have stated publicly that you will not work for a board that is not comprised of individuals you have chosen. Are you really committed to resigning if the current board, which is comprised of your business associates and close friends, is not re-elected? What about an independent board scares you?
9. You have publicly stated that you have no plans to divest your 25% interest in Pharmascience, which recently became a fierce competitor of Knight. How does a “blind trust” address this conflict of interest when you are not blind to the fact that you continue to own more of Pharmascience than of Knight?
10. How much income have you earned from Pharmascience (in the form of dividends or other compensation) during your tenure as CEO of Knight?
In addition to Meir Jakobsohn, Medison has nominated five exceptional, independent directors, who were recruited for their experience, expertise, and shareholder-oriented mindset, attributes that we believe the current Board is sorely lacking.
Medison encourages shareholders to view profiles of its director nominees and read its Information Circular at www.NewDayForKnight.com for the complete, accurate story about Knight’s failure to create value for shareholders, Medison’s highly qualified and independent nominees, and the best path forward for Knight and its shareholders.
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 [email protected].
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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