Pharma

Neoprobe’s biggest shareholder may launch proxy fight

Neoprobe‘s (NYSE Amex:NEOP) largest shareholder said it’s considering launching a proxy fight aimed at installing three new directors on the cancer diagnostics company’s board. Platinum-Montaur Life Sciences said in a regulatory filing that it is nominating three candidates for Dublin, Ohio-based Neoprobe’s board and that it “reserve[s] the right to solicit proxies to see that […]

Neoprobe‘s (NYSE Amex:NEOP) largest shareholder said it’s considering launching a proxy fight aimed at installing three new directors on the cancer diagnostics company’s board.

Platinum-Montaur Life Sciences said in a regulatory filing that it is nominating three candidates for Dublin, Ohio-based Neoprobe’s board and that it “reserve[s] the right to solicit proxies to see that these candidates are added” to the board.

Neoprobe CFO Brent Larson said that three seats on the company’s seven-member board are up for re-election this year and that the company is open to replacing the three current directors.

Larson said he believes that New York-based Platinum simply wants Neoprobe to continue adding new expertise to its board as the company evolves and looks to get its first drug on the market, perhaps as soon as the end of the year. The drug — or more precisely, a radiopharmaceutical — is called Lymphoseek and helps surgeons identify cancerous lymph nodes in patients with breast cancer or melanoma.

“Platinum wants us to continue to add world-class folks to our board and that’s the message they’re sending with this nomination,” Larson said.

In a statement, Neoprobe said it had been in discussions with Platinum “for several months.” During those discussions, Platinum’s Dr. Michael Goldberg and other executives from the company “presented concerns and desired changes” to Neoprobe.

Goldberg didn’t immediately return a call, so it’s difficult to know whether Platinum’s concerns and desired changes go beyond simply replacing the three directors.

Larson stressed that Neoprobe has a “good relationship” with Platinum and the Ohio company wants that to continue. It’s entirely possible that Neoprobe will end up nominating Platinum’s three candidates, he said. “The ball’s in our court to consider and vet them,” he said.

Last year, Neoprobe replaced two retiring board members with former executives from Cardinal Health and ImClone, Larson said.

Platinum said that it would own 34 percent of Neoprobe’s outstanding common equity if it chose to convert and exercise the warrants and preferred shares it holds.

Neoprobe’s shares were down about 3 percent to $3.74 in late morning trading Wednesday.