IMMUNE PHARMACEUTICALS, INC. (NASDAQ:IMNP) Files An 8-K Bankruptcy or Receivership
Item 1.03
On February 17, 2019, Immune Pharmaceuticals Inc. (the “Company”) filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code, 11 U.S.C. §§ 101, et seq., in the United States Bankruptcy Court for the District of New Jersey, captioned Immune Pharmaceuticals, Inc., et al., Case No.: 19-13273 (VFP).
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On March 6, 2019, Tony Fiorino resigned as the President and Interim Chief Executive Officer of the Company. Dr. Fiorino will continue as a member of the Company’s Board of Directors. Dr. Fiorino’s resignation was not due to any disagreement related to the Company’s operations, policies or practices, financial status or financial statements.
Gary H. Rabin, age 53, has been appointed as the President and Interim Chief Executive Officer of the Company to succeed Dr. Fiorino. Mr. Rabin has also been elected to the Company’s Board of Directors to fill the vacancy resulting from Dr. Cameron Durrant’s resignation as a member of the Board of Directors in September 2018.
Mr. Rabin has served as a consultant to the Company since October 2018. Since November 2014, Mr. Rabin has been the managing member of Vine Holdings Group LLC, a restructuring and financial advisory firm. From December 2007 to January 2014, Mr. Rabin held a number of positions with Advanced Cell Technology, Inc., including director, Interim Chief Executive Officer and Chairman of the Board and Chief Executive Officer and Chairman of the Board. Mr. Rabin has a 32-year career in finance, including as a portfolio manager for hedge funds investing in the technology, media and telecommunications industries and as a media and telecommunications investment banker, primarily focused on investment management and capital raising targeting small-cap and emerging growth companies.
In connection with his employment as the Company’s President and Interim Chief Executive Officer, the Company has entered into an employment agreement with Mr. Rabin, dated March 7, 2019 (the “Employment Agreement”), which provides for Mr. Rabin’s appointment as President and Interim Chief Executive Officer for a term ending on June 7, 2019. In the Employment Agreement, the Company agreed to pay Mr. Rabin $11,000 and to pay Mr. Rabin an additional $4,000 on each of April 7, May 7 and June 7, 2019. The Company also agreed to reimburse Mr. Rabin for his reasonable out-of-pocket or associate expenses incurred in connection with his service to the Company. In the Employment Agreement, Mr. Rabin also agreed to customary confidentiality, non-solicitation and invention covenants.
The foregoing summary of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the Employment Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated by reference herein in its entirety.
There are no arrangements or understandings between Mr. Rabin and any other persons to which he was elected asPresident and InterimChief Executive Officer. There are also no family relationships between Mr. Rabin and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.
On March 7, 2019, the Company issued a press release announcing Dr. Fiorino’s resignation as an officer of the Company and the appointment of Mr. Rabin as his successor and his election as a director of the Company. A copy of the press release is filed herewith as Exhibit 10.2 and incorporated by reference herein in its entirety.
| Item 9.01. | Financial Statements and Exhibits |
IMMUNE PHARMACEUTICALS INC Exhibit
EX-10.1 2 tv515850_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of March 7,…
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About IMMUNE PHARMACEUTICALS, INC. (NASDAQ:IMNP)
Immune Pharmaceuticals Inc. is a clinical-stage biopharmaceutical company. The Company is engaged in the development and commercialization of targeted therapeutics in the fields of immuno-inflammation and immuno-oncology. The Company’s segment is acquiring, developing and commercializing prescription drug products. Its Immuno-inflammation product pipeline includes bertilimumab, a fully human antibody targeting eotaxin-1, a regulator of immuno-inflammation; a portfolio of immune oncology products, and NanoCyclo, a topical nanocapsule formulation of cyclosporine-A, for the treatment of atopic dermatitis and psoriasis. Its immuno-oncology pipeline includes Ceplene, a small molecule targeting the Histamine-2 Receptor to overcome immunosuppression in Acute Myeloid Leukemia and other malignancies. Azixa and crolibulin are vascular disrupting agents. NanomAbs is a technology platform that allows the targeted delivery of chemotherapeutics into cancer cells.