MEI Pharma Recommends Stockholders Not to Consent
Files Definitive Consent Revocation Statement
Mails Letter to Stockholders Highlighting the Path to Realizing the Full Value of
Urges Stockholders Not to be Misled by
MEI recommends that stockholders disregard any Anson and Cable Car consent solicitation materials they may receive and protect their investment in MEI by signing and returning the Company’s GOLD consent revocation card, which they will soon receive by mail.
In connection with the filling, MEI today mailed the following letter to stockholders:
Dear MEI Stockholders,
I am personally reaching out so you can hear directly from me about where MEI stands today, the opportunity ahead of us and what it can mean for our stockholders and for patients.
Firstly, our driving purpose and mission are clear: to improve outcomes for patients with cancer through our efforts to develop novel, best-in-class therapies. By doing so, we can potentially deliver improved therapeutic options to patients and create the most value for stockholders.
I’ve worked in the life sciences industry for more than 20 years, and I’ve learned that it is critical for companies to assess their drug development efforts with a very high bar in order to ensure effective risk management and sound capital allocation decisions. Programs on the path toward FDA approval need to be based on a strong scientific thesis, demonstrate meaningful and actionable data at every phase of development, address a clear medical need among patients and present an appropriate commercial opportunity. In addition, the decision to invest further time and money in a program needs to be carefully re-evaluated at every step of the way.
One of the reasons I took on the role of CEO at MEI is I know that the Company’s Board of Directors has the same high standards and willingness to regularly re-evaluate our programs and our capital allocation priorities.
Today, MEI is advancing two promising clinical-stage programs, voruciclib and ME-344, which have met or exceeded our very high standards to date. Both programs are supported by nonclinical and early clinical data showing potential anti-tumor activity and mechanistic proof-of-concept for the combinations being evaluated, and if successful, would meet important medical needs among patients with a variety of cancers, presenting meaningful commercial opportunities. Importantly, both programs have generated strong engagement among our clinical investigators.
Our Board is closely monitoring the progress of these programs and regularly evaluates our capital allocation priorities to ensure we are maximizing our capacity to deliver the highest stockholder returns. In light of the data we’ve seen to date, our Board believes that pursuing these programs and generating the data from our ongoing clinical studies – which is anticipated in the first half of 2024 – represents the greatest opportunity to create stockholder value. At the same time, the Board is fully committed to the view that if the data does not meet our high standards, we will re-evaluate the continuation of each program and our capital allocation priorities.
I strongly believe that this prudent approach of waiting to “turn over the cards” before making a decision – to stay the course or chart a new one – is the best path forward for stockholders in order to realize the full potential of their MEI investment.
Unfortunately, a group led by the hedge funds
To achieve their goals, Anson and Cable Car previously attempted to acquire the Company through a low-ball offer that a leading proxy advisor firm described as “opportunistic.” They have now initiated a series of consent solicitations to remove the entire MEI Board and have started a proxy fight to add their director nominees to the Board. If they are successful, they would achieve their goal in taking control of the Company without paying a premium to all stockholders to do so. As part of the consent solicitation, Anson and Cable Car have included a proposal recommending that the Company be stripped of its cash, prior to having the opportunity to fully evaluate the near-term expected data in each of our development programs, through an immediate distribution to stockholders.
In an effort to find a resolution that would enable us to avoid a costly and distracting public fight, our Board has presented what we believe is a reasonable settlement offer that would be in the interest of MEI stockholders – an offer that Anson and Cable Car have rejected. Instead, Anson and Cable Car have insisted on pursuing immediate cash distributions that would be tantamount to a liquidation of the Company, leaving MEI unable to obtain the near-term clinical data expected to enable the Company and the Board to properly evaluate our programs and pursue appropriate value realization opportunities.
Do not be misled by the solicitations made by these short-term, opportunistic hedge funds. They are seeking the Company’s cash now in a manner that will impact potential value for all stockholders, as well as cripple our governance and prevent our programs from reaching near-term value inflections points.
We encourage you to protect your investment in MEI and your ability to realize the value of our promising programs by signing and returning MEI’s GOLD Consent Revocation Card and disregarding any consent solicitation materials you receive from Anson and Cable Car.
We appreciate your support and look forward to providing updates as our programs advance toward important potential value-creation inflection points in the coming months.
Stockholders who have any questions or need assistance executing their revocation, please contact
+1 (888) 511-2635
Important Information and Where to Find It:
This statement is neither a solicitation of a proxy or consent nor a substitute for any proxy statement or other filings that may be made with the
STOCKHOLDERS ARE URGED TO READ THE CONSENT REVOCATION STATEMENT AND THE FISCAL 2024 PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Consent Revocation Statement or Fiscal 2024 Proxy Statement and other materials to be filed with the
Certain information contained in this press release that are not historical in nature are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 including, without limitation, statements regarding: the potential, safety, efficacy, and regulatory and clinical progress of our product candidates, including the anticipated timing for initiation of clinical trials and release of clinical trial data and our expectations surrounding potential regulatory submissions, approvals and timing thereof, our business strategy and plans; the sufficiency of our cash, cash equivalents and short-term investments to fund our operations. You should be aware that our actual results could differ materially from those contained in the forward-looking statements, which are based on management’s current expectations and are subject to a number of risks and uncertainties, including, but not limited to our failure to successfully commercialize our product candidates; the availability or appropriateness of utilizing the FDA’s accelerated approval pathway for our product candidates; final data from our pre-clinical studies and completed clinical trials may differ materially from reported interim data from ongoing studies and trials; costs and delays in the development and/ or FDA approval, or the failure to obtain such approval, of our product candidates; uncertainties or differences in interpretation in clinical trial results; uncertainty regarding the impact of rising inflation and the increase in interest rates as a result; potential economic downturn; activist investors; our inability to maintain or enter into, and the risks resulting from, our dependence upon collaboration or contractual arrangements necessary for the development, manufacture, commercialization, marketing, sales and distribution of any products; competitive factors; our inability to protect our patents or proprietary rights and obtain necessary rights to third party patents and intellectual property to operate our business; our inability to operate our business without infringing the patents and proprietary rights of others; general economic conditions; the failure of any products to gain market acceptance; our inability to obtain any additional required financing; technological changes; government regulation; changes in industry practice; and one-time events. We do not intend to update any of these factors or to publicly announce the results of any revisions to these forward-looking statements. Under