Optimer Discloses Shakeup Prompted by Chairman’s Deal in Taiwan

4/9/12Follow @bvbigelow

A deal involving an affiliated Taiwanese company prompted the board at San Diego’s Optimer Pharmaceuticals (NASDAQ: OPTR) to seek the ouster of the co-founder and chairman, Michael Chang, and to fire the company’s chief financial officer and a vice president.

In a statement released before the market opened, Optimer also says it disclosed the deal to “relevant U.S. authorities and is cooperating with those authorities in reviewing the matter.”

Shares of Optimer declined by nearly 7 percent, or nearly $1 a share, and were trading around $13.35 a share in mid-day trading in above-average volume on the NASDAQ market. The San Diego drug developer won FDA approval last year for fidaxomicin (Dificid), an antibacterial drug intended for patients with Clostridium difficile-associated diarrhea.

Seven of Optimer’s eight directors voted to strip Chang as chairman, and asked for his resignation from the board. The company today named former Pfizer CEO Hank McKinnell as its new chairman, saying the shakeup was prompted by to Chang’s actions as Optimer’s representative on the board of the affiliated Taiwanese company, Optimer Biotechnology Inc. (OBI). The board appointed McKinnell as lead independent director on Feb. 29.

Optimer holds a 43-percent stake in OBI. In its statement today, Optimer also cites Chang’s “failure to identify and effectively manage compliance, record keeping, and conflict of interest issues in connection with OBI’s grant to Dr. Chang, potentially for the benefit of a third party, of 1.5 million shares of OBI.”

Optimer’s board also fired CFO John Prunty and Youe-Kong Shue, the vice president for clinical development who has served as the CEO of OBI since 2009. The company says their dismissal was prompted by their failure “to follow proper procedures when they became aware of the issues related to the issuance of the OBI shares to Dr. Chang.”

The company also says Kurt Hartman, its general counsel, chief compliance officer and senior vice president, would serve as acting CFO.

Optimer says the shakeup is not expected to “materially impact” the company’s revenues or operations, including its commercialization of fidaxomicin.

Bruce V. Bigelow is the editor of Xconomy San Diego. You can e-mail him at bbigelow@xconomy.com or call (619) 669-8788 Follow @bvbigelow

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