BURLINGTON, Mass., May 9, 2014 (GLOBE NEWSWIRE) -- Coronado Biosciences, Inc. (Nasdaq:CNDO) inadvertently failed to file a press release as required by NASDAQ listing rule 5635c4 when it reported certain transactions on Form 8-K/A filed with the Securities and Exchange Commission on February 26, 2014. This press release is being filed to rectify this lapse.
On February 20, 2014, our Board named current director, Michael Weiss, as our Executive Vice Chairman, Strategic Development. Mr. Weiss has served as a director of our Company since December 19, 2013 and from that time until February 19, 2014 served as the Co-Vice Chairman of our Board.
We did not enter into any employment contract with Mr. Weiss addressing his officer position with our Company. However, in connection with his employment as Executive Vice Chairman, Strategic Development, Mr. Weiss will earn an annual salary of $28,275. In addition, on February 20, 2014, we issued Mr. Weiss 3,958,692 shares of restricted common stock of our Company as an inducement to his employment and for services to be rendered to our Company. The issuance, which was made pursuant to a Restricted Stock Issuance Agreement and under Section 4(2) of the Securities Act of 1933, as amended, provides that 16.67% of the shares will vest on each of the first three annual anniversaries of the date of grant, and 10% of the remainder of the shares will vest upon each closing by our Company of a "Corporate Development Transaction" (as such term is defined in the Restricted Stock Issuance Agreement) provided that if any such Corporate Development Transaction occurs prior to February 20, 2019, vesting of such 10% of the remainder of the shares will occur on February 20, 2019, all subject to Mr. Weiss's continued employment with our Company. The foregoing description of the Restricted Stock Issuance Agreement is qualified in its entirety by reference to the full and complete terms contained in the Restricted Stock Issuance Agreement, which was filed as Exhibit 10.55 to the Form 8-K/A.
Mr. Weiss, age 47, is currently Co-Portfolio Manager and Partner of Opus Point Partners, LLC, which he joined in 2009. He also serves as Executive Chairman, Interim Chief Executive Officer and President of TG Therapeutics, Inc. (Nasdaq:TGTX) since 2011. From 2002 to 2009, Mr. Weiss was the Chairman and Chief Executive Officer of Keryx Biopharmaceuticals, Inc., where he helped the company acquire and develop its lead drug Zerenex as well as executed a $100MM+ strategic alliance for Zerenex with JT Tobacco, Inc. and Torii Pharmaceutical Co., Ltd. Mr. Weiss served on the board of directors of National Holdings Corporation (OTCBB:NHLD) from 2011 to 2012. Mr. Weiss began his professional career as a lawyer with Cravath, Swaine & Moore LLP. He earned his J.D. from Columbia Law School and his B.S. in Finance from The University at Albany. There are no family relationships between Mr. Weiss and any other director or executive officer of our Company.
About Coronado Biosciences
Since inception, Coronado Biosciences has been a biopharmaceutical company involved in the development of novel immunotherapy agents for the treatment of autoimmune diseases and cancer, namely CNDO-201 or Trichuris suis ova (TSO) and CNDO-109. As part of its growth strategy, the Company plans to identify, evaluate and potentially in-license, acquire or invest in pharmaceutical and biotechnology products, technologies and/or companies. Coronado may also from time to time consider financing existing or later-acquired products, technologies or companies through partnerships, joint ventures, direct financings and/or public or private spin-outs.
Forward-Looking Statements
This press release may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements include, but are not limited to, any statements relating to our growth strategy and product development programs and any other statements that are not historical facts. Forward-looking statements are based on management's current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from those currently anticipated are: risks related to our growth strategy; our ability to obtain, perform under and maintain financing and strategic agreements and relationships; risks relating to the results of research and development activities; uncertainties relating to preclinical and clinical testing; our dependence on third party suppliers; our ability to attract, integrate, and retain key personnel; the early stage of products under development; our need for substantial additional funds; government regulation; patent and intellectual property matters; competition; as well as other risks described in our SEC filings. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as required by law.