7th Feb 2006 15:30
Skyepharma PLC07 February 2006 For Immediate Release 7 February 2006 SkyePharma Plc Terms of Employment for Recent Executive Appointments and Rebuttal of Other Issues Raised by NAV LONDON, UK, 7 February 2006 - The Board of SkyePharma Plc (LSE: SKP; Nasdaq:SKYE) would like to clarify the terms of the recent appointment of Frank C.Condella Jr as Chief Executive and Dr Ken Cunningham as Chief Operating Officer.Both contracts have been signed for a period of one year, in line with therecommendations of the Combined Code, and not for two years as incorrectlyreported in the media. SkyePharma notes that the minority investor syndicate represented by NorthAtlantic Value LLP ("NAV"), which controls less than 14% of SkyePharma's issuedshare capital, has failed to respond to all of the highly relevant points madeby SkyePharma in its press release of 6 February. Instead NAV issued a releaseyesterday reiterating its determination to subject the Company to a damagingExtraordinary General Meeting. NAV also stated in this release that it wanted toaddress unspecified "corporate governance issues faced by the Company".SkyePharma would like to point out the following: • NAV is demanding the appointment of Mr Robert Thian, Chairman of Whatman and Southern Water, as Executive Chairman. This is in contradiction of all corporate governance best practice, which recommends that the position of Chairman should be non-Executive. • The Board of SkyePharma strongly believes that in order to maximise his effectiveness the Chairman of the Company should have recent relevant experience at a senior level in the global pharmaceutical industry. Dr Jerry Karabelas, the non-Executive Chairman of SkyePharma, has a background as Chief Executive of Novartis Pharma and President of North American operations for SmithKline Beecham. In contrast Mr Thian has not had an executive position in the pharmaceutical industry since 1989 and prior to that only in relatively minor roles. • A number of SkyePharma's non-Executive Directors will be retiring this year and therefore will not be standing for re-election at the Annual General Meeting in June. The Nominations Committee of the Board has therefore been interviewing candidates for these posts. As part of this process, the Nominations Committee met with Mr Thian and invited him to consider the possibility of appointment as a non-Executive Director, but he rejected that proposal. The Board of SkyePharma is aware that Mr Thian already has substantial board commitments and believes that adding a further executive role at SkyePharma would exceed his available capacity. • To date neither NAV nor Mr Thian have articulated any strategy whatsoever for developing SkyePharma and realising the potential of its new product pipeline. The Board of SkyePharma believes it is time for all shareholders to be provided with detailed proposals. • SkyePharma also believes that shareholders should have a right to know the terms of Mr Thian's proposed contract at SkyePharma were he to be appointed as Executive Chairman. For example, shareholders would expect to be told the proposed duration of his contract and his expectations as to salary, options (and the terms thereof) and any signing-on fee. For further information please contact: SkyePharma PLCMichael Ashton, Chief Executive +44 207 491 1777Peter Laing, Director of Corporate Communications +44 207 491 5124 Sandra Haughton, US Investor Relations +1 212 753 5780 Buchanan Communications +44 207 466 5000Tim Anderson / Mark Court Notes for editors About SkyePharma SkyePharma PLC develops pharmaceutical products benefiting from world-leadingdrug delivery technologies that provide easier-to-use and more effective drugformulations. There are now eleven approved products incorporating SkyePharma'stechnologies in the areas of oral, injectable, inhaled and topical delivery,supported by advanced solubilisation capabilities. For more information, visitwww.skyepharma.com. Certain statements in this news release are forward-looking statements and aremade in reliance on the safe harbour provisions of the U.S. Private SecuritiesLitigation Act of 1995. Although SkyePharma believes that the expectationsreflected in these forward-looking statements are reasonable, it can give noassurance that these expectations will materialize. Because the expectations aresubject to risks and uncertainties, actual results may vary significantly fromthose expressed or implied by the forward-looking statements based upon a numberof factors, which are described in SkyePharma's 20-F and other documents on filewith the SEC. Factors that could cause differences between actual results andthose implied by the forward-looking statements contained in this news releaseinclude, without limitation, risks related to the development of new products,risks related to obtaining and maintaining regulatory approval for existing, newor expanded indications of existing and new products, risks related toSkyePharma's ability to manufacture products on a large scale or at all, risksrelated to SkyePharma's and its marketing partners' ability to market productson a large scale to maintain or expand market share in the face of changes incustomer requirements, competition and technological change, risks related toregulatory compliance, the risk of product liability claims, risks related tothe ownership and use of intellectual property, and risks related toSkyePharma's ability to manage growth. SkyePharma undertakes no obligation torevise or update any such forward-looking statement to reflect events orcircumstances after the date of this release. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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