Valeant gutted its board less than 24 hours ago and already has some new nominees to refill it
The company also released a revised annual report Friday morning, meeting a critical deadline to avoid defaulting on its debt.
On Thursday the embattled company announced a major board shake up after its executives as well as billionaire hedge fund manager and board member Bill Ackman were forced to testify before the U.S. Senate about the company's aggressive drug price hikes.
That scrutiny, combined with accusations of malfeasance from a short seller, sent Valeant's stock careening down almost 70% since October. The company was also forced to change its business model, and a new CEO, Joe Papa, will replace CEO Michael Pearson starting Monday.
More from Valeant's release on the board election:
As previously announced, J. Michael Pearson will step down as CEO and as a director upon Joe Papa's arrival as CEO. Neither Mr. Pearson nor Howard B. Schiller will be standing for re-election. In addition, the following five current independent directors have informed the Board that they will not be standing for re-election at the 2016 annual meeting: Ronald H. Farmer, Colleen Goggins, Theo Melas-Kyriazi, G. Mason Morfit and Norma A. Provencio.
Robert N. Power, Chairman of the Nominating and Corporate Governance Committee of the Board, said, "I would like to thank our departing directors for their service to Valeant during periods of strong performance, and more recently through some challenging times that required extraordinary dedication, time and effort from these five individuals. As we transition to new leadership, it is a natural time to welcome three independent nominees who bring important new perspective and expertise to the Board."
"I am pleased that Valeant is making good progress toward restoring the public's confidence and that the company has hired a great leader with an impressive track record of achievements and an impeccable reputation," said Robert A. Ingram. "We are excited for Valeant's next chapter and believe that the Board is well-equipped to oversee a successful turnaround under Joe Papa's leadership...."
New Independent Director Nominee Biographies
Dr. Argeris ( Jerry) N. Karabelas
Since December 2001 , Dr. Karabelas has been a Partner at Care Capital, LLC ("Care Capital"), a life sciences venture firm with $500M under management. Prior to his work at Care Capital, from July 2000 to September 2001 , Dr. Karabelas was the founder and Chairman at Novartis BioVenture Fund. Dr. Karabelas served as Head of Healthcare and CEO of Worldwide Pharmaceuticals for Novartis Pharma AG from 1998 to 2000, with responsibilities for Novartis Pharma, Ciba Vision, Generics and strategic and operational leadership of research and development. Prior to joining Novartis, Dr. Karabelas was Executive Vice President of SmithKline Beecham responsible for U.S. and European operations, regulatory and strategic marketing. Dr. Karabelas has served on numerous boards of directors of pharmaceutical and therapeutics companies, including Renovo, plc, Vanda Pharmaceuticals, Inc., NitroMed, Inc. and SkyePharma, plc. Since May 2015 has served as a member of the board of REGENEXBIO Inc. He has served as a director of Inotek Pharmaceuticals Corporation since July 2012 and is currently the Chairperson of the Board; however, his term as director expires in June 2016 and he is not standing for re-election. Dr. Karabelas also served as a member of the boards of directors of SkyePharma, plc from May 2001 to May 2009 and Human Genome Sciences from 2003 to 2013.
Russel C. Robertson
Mr. Robertson has served as Executive Vice President and Head, Anti-Money Laundering, at BMO Financial Group ("BMO"), a diversified financial services organization since July 2013 . Prior to his current role, he served as Executive Vice President, Business Integration, at BMO Financial Group, and as Vice Chair at BMO Financial Corp. since March 2011 . He joined BMO as interim Chief Financial Officer, BMO Financial Group in March 2008 and was appointed Chief Financial Officer, BMO Financial Group in August 2009. Before joining BMO, he spent over 35 years as a Chartered Accountant. In this capacity, he held various senior positions with a number of major accounting firms, including holding the positions of Vice Chair, Deloitte & Touche LLP in Toronto, Canada , from 2002 to 2008, and Canadian Managing Partner, Arthur Andersen LLP, from 1994 to 2002. Mr. Robertson holds a Bachelor of Arts degree (Honours) from the Ivey School of Business at the University of Western Ontario . Since June 2012 , Mr. Robertson has served on the board of Turquoise Hill Resources and Virtus Investment Partners, Inc.
Amy B. Wechsler , M.D.
Amy B. Wechsler , M.D. has been a practicing dermatologist in New York City since 2005. Dr. Wechsler is the author of The Mind-Beauty Connection, published by Simon & Schuster in 2008. She is board certified in both dermatology and psychiatry and is also an Adjunct Clinical Professor in Psychiatry at the Weill Cornell Medical College. As an expert on skin health, Dr. Wechsler serves as an advisor for Chanel Skin Care and is also a certified Allergan Injection Trainer and KOL Speaker, qualified to teach physicians and other medical professionals in the use of products such as Botox, Juvederm, and Voluma. Dr. Wechsler is an active member of several medical professional organizations, including the American Academy of Dermatology; the American Psychiatric Association; the American Academy of Child and Adolescent Psychiatry; the Independent Doctors of New York ; The Physicians Scientific Society; and The Skin Cancer Foundation. Dr. Wechsler completed her residency in psychiatry and a fellowship in child and adolescent psychiatry at New York Presbyterian Hospital's Payne Whitney Clinic. She also completed a residency in dermatology at SUNY Downstate Medical Center .