iBio, Inc. (NYSEMKT:IBIO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
The information set forth under Item 5.02 of this Current Report on Form 8-K under the heading “Indemnification Agreement” is incorporated by reference into this Item 1.01.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Director and Appointment of New Director
Effective as of April 1, 2019, Arthur Y. Elliott, Ph.D. resigned from his position with iBio, Inc. (the “Corporation”) as a member of the Board of Directors of the Corporation (“Board”). Dr. Elliott did not advise the Corporation of any disagreement with the Corporation on any matter relating to its operations, policies or practices.
Effective as of April 1, 2019, Tom Isett was appointed as a member of the Board to serve as a Class I director. His term as a Class I director will expire at the Corporation’s 2021 annual meeting of stockholders.
Mr. Isett, age 54, is an accomplished executive with decades of successful management and corporate development experience in the life sciences, with notable focus upon biologics contract development and manufacturing organizations (CDMOs). In 2015, he founded i.e. Advising, LLC, a management and strategy consulting firm, as well as Commence Bio, Inc., a private, early-stage developer of cellular immunotherapies. As Managing Director of i.e. Advising – and in his earlier corporate development roles – Mr. Isett has advised Fortune 500 companies, private equity firms, biotechs, and standards-setting organizations on key strategy, M&A, and intellectual property decisions in life sciences. Over the course of his career, he has been involved in dozens of transactions cumulatively valued at over $20 billion.
Prior to his founding of i.e. Advising, Mr. Isett held leadership roles for bioprocess product and service businesses over his 25 combined years with GE, Lonza, and BD. Mr. Isett was the founder of Becton Dickinson’s BD Advanced Bioprocessing business, which he led from inception to over $60 million in revenues by 2009; by 2018, revenues reached $100 million and the business was sold for $477 million. At Lonza, he contributed to the rapid growth of the cell & gene therapy CDMO unit as Head of Cell Processing Technologies. Notably, while with GE Life Sciences, he accelerated growth for the North American BioProcess business via the introduction of an integrated solutions strategy, along with new commercial and operating mechanisms to support execution.
The Corporation issued a press release on April 1, 2019 announcing Mr. Isett’s appointment, a copy of which is attached hereto as Exhibit 99.1.
Indemnification Agreement
Effective as of March 29, 2019, the Corporation entered into an Indemnification Agreement with Mr. Isett. The Corporation intends to enter in to substantially similar Indemnification Agreements with each of its directors and executive officers.
The Indemnification Agreements, which clarify and supplement indemnification provisions already contained in the Corporation’s Bylaws, generally provide that the Corporation shall indemnify the indemnitee to the fullest extent permitted by applicable law, as it exists now or as the law may be amended in the future to increase the scope of permitted indemnification, against judgments, fines, expenses and other amounts actually and reasonably incurred in connection with the indemnitee’s service to the Corporation. The Indemnification Agreements also provide for rights to advancement of expenses and procedures for the determination of entitlement to indemnification, which vary depending on whether the Corporation has undergone a change in control.
The foregoing summary description of the Indemnification Agreements is not intended to be complete and is qualified in its entirety by the complete text of the form of Indemnification Agreement which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 9.01 Exhibits
iBio, Inc. Exhibit
EX-10.1 2 tv517790_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”),…
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About iBio, Inc. (NYSEMKT:IBIO)
iBio, Inc. is a biotechnology company. The Company is focused on commercializing its technologies and product candidates and providing product development and manufacturing services to clients and collaborators. Its technologies include iBioLaunch technology and iBioModulator. The Company’s technologies constitute a transformative platform for development and production of biologics in hydroponically grown green plants. The Company is focused on the commercialization of its plant-based protein expression technologies for vaccines and therapeutic proteins and on developing and commercializing select biopharmaceutical product candidates. The Company’s technology is applicable in a range of product candidates, including products against fibrotic diseases, vaccines, enzyme replacements, monoclonal antibodies, and recombinant versions of marketed products that are derived from human blood plasma.