Recommends Shareholders Vote FOR ALL Innoviva Nominees on the WHITE
Proxy Card
BRISBANE, Calif.--(BUSINESS WIRE)--
Innoviva, Inc. (the "Company" or "Innoviva") (NASDAQ:INVA) today
commented on reports issued by Institutional Shareholder Services
("ISS") and Glass, Lewis & Co. ("Glass Lewis") regarding the election of
directors at the Company's Annual Stockholder Meeting scheduled for
April 20, 2017:
The choice remains clear and straightforward - support Innoviva's highly
qualified Board with its increasingly successful strategic plan over
Sarissa's unqualified nominees who are advocating for short-sighted,
high-risk cost cutting that has failed before.
The Company has added five new independent directors since 2014 and, in
the past six months, has added two new independent directors with
experience and skill sets that add value to the Board. Today, Innoviva's
Board is comprised of seven directors, six of whom are independent, who
have industry-leading expertise, a track record of value creation and
are experienced dealmakers. Specifically, your Board includes:
-
Four current or former CEOs;
-
Two former CFOs;
-
Six directors with relevant industry experience;
-
Five directors with experience executing substantial M&A
transactions;
-
One director with professional investment experience;
-
Three directors with healthcare investment banking experience;
and
-
Three leaders that have delivered significant outperformance in
executive roles.
Contrast this with Sarissa's nominees, who:
-
Have each been a director of a company that was delisted during his
tenure for underperformance;
-
Are not truly independent as they have each been either
a Sarissa employee or appointed to a board of directors led by
Sarissa's founder;
-
One nominee is an entertainment executive with no
executive pharmaceutical experience; and
-
No nominee has been a CEO or CFO of a public company.
Most importantly, Innoviva's Board is committed to maximizing value for
all shareholders today as well as in the long term.
Sarissa has put forth high-risk cost cutting to be executed by
unqualified nominees, and desires to change the Board and management
team to implement their ill-advised plan. ISS and Glass Lewis showed a
fundamental lack of understanding of Innoviva's business model and how
the Company's partnership with GSK is integral and would be jeopardized
by Sarissa's proposal to replace its Chairman, its CEO and its business
strategy. Moreover, the proxy advisory firms ignored the contributions
of the experienced Innoviva team and how those contributions have driven
the substantial growth in revenues, reduction in expenses and
shareholder value. We urge shareholders to protect their investment in
Innoviva by voting ‘FOR' the Board's director nominees on the WHITE
proxy card today. Every vote is important, no matter how many or how few
shares you own.
Innoviva encourages all shareholders to carefully review the Company's
proxy materials filed with the Securities and Exchange Commission and
vote only on its WHITE proxy card today. Shareholders who previously
submitted a Gold proxy have every legal right to change their vote, as
only the latest-dated proxy counts.
For more information about Innoviva's Annual Stockholder Meeting, please
visit http://investor.inva.com/proxy.cfm.
About Innoviva
Innoviva is focused on bringing compelling new medicines to patients in
areas of unmet need by leveraging its significant expertise in the
development, commercialization and financial management of
bio-pharmaceuticals. Innoviva's portfolio is anchored by the respiratory
assets partnered with Glaxo Group Limited (GSK), including RELVAR®/BREO®
ELLIPTA® and ANORO® ELLIPTA®, which were jointly developed by Innoviva
and GSK. Under the agreement with GSK, Innoviva is eligible to receive
associated royalty revenues from RELVAR®/BREO® ELLIPTA®, ANORO®
ELLIPTA®. In addition, Innoviva retains a 15 percent economic interest
in future payments made by GSK for earlier-stage programs partnered with
Theravance BioPharma, Inc., including the closed triple combination
therapy for Chronic Obstructive Pulmonary Disease (COPD). For more
information, please visit Innoviva's website at www.inva.com.
ANORO®, RELVAR®, BREO® and ELLIPTA® are trademarks of the
GlaxoSmithKline group of companies.
Forward-Looking Statements
This press release contains certain "forward-looking" statements as that
term is defined in the Private Securities Litigation Reform Act of 1995
regarding, among other things, statements relating to goals, plans,
objectives and future events. Innoviva intends such forward-looking
statements to be covered by the safe harbor provisions for
forward-looking statements contained in Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act of
1995. The words "anticipate", "expect", "goal", "intend", "objective",
"opportunity", "plan", "potential", "target" and similar expressions are
intended to identify such forward-looking statements. Such
forward-looking statements involve substantial risks, uncertainties and
assumptions. These statements are based on the current estimates and
assumptions of the management of Innoviva as of the date of this press
release and are subject to risks, uncertainties, changes in
circumstances, assumptions and other factors that may cause the actual
results of Innoviva to be materially different from those reflected in
the forward-looking statements. Important factors that could cause
actual results to differ materially from those indicated by such
forward-looking statements include, among others, risks related to:
lower than expected future royalty revenue from respiratory products
partnered with GSK, the commercialization of RELVAR®/BREO® ELLIPTA® and
ANORO® ELLIPTA® in the jurisdictions in which these products have been
approved; the strategies, plans and objectives of Innoviva (including
Innoviva's growth strategy and corporate development initiatives beyond
the existing respiratory portfolio); the timing, manner, amount and
planned growth of anticipated potential capital returns to shareholders
(including, without limitation, statements regarding Innoviva's
expectations of future purchases under its capital return programs and
future cash dividends); the status and timing of clinical studies, data
analysis and communication of results; the potential benefits and
mechanisms of action of product candidates; expectations for product
candidates through development and commercialization; the timing of
regulatory approval of product candidates; and projections of revenue,
expenses and other financial items. Other risks affecting Innoviva are
described under the headings "Risk Factors" and "Management's Discussion
and Analysis of Financial Condition and Results of Operations" contained
in Innoviva's Annual Report on Form 10-K for the year ended December 31,
2016, which is on file with the Securities and Exchange Commission
("SEC") and available on the SEC's website at www.sec.gov.
Additional factors may be described in those sections of Innoviva's
Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, to
be filed with the SEC in the second quarter of 2017. In addition to the
risks described above and in Innoviva's other filings with the SEC,
other unknown or unpredictable factors also could affect Innoviva's
results. Past performance is not necessarily indicative of future
results. No forward-looking statements can be guaranteed and actual
results may differ materially from such statements. Given these
uncertainties, you should not place undue reliance on these
forward-looking statements. The information in this press release is
provided only as of the date hereof, and Innoviva assumes no obligation
to update its forward-looking statements on account of new information,
future events or otherwise, except as required by law.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170410005735/en/
Innoviva, Inc.
Investor Contact:
Eric d'Esparbes,
650-238-9640
Senior Vice President and Chief Financial Officer
investor.relations@inva.com
or
Media
Contacts:
Abernathy MacGregor
Patrick Tucker or Ina
McGuinness
212-371-5999 or 213-630-6550
pct@abmac.com
or ina@abmac.com
Source: Innoviva, Inc.
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