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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 24, 2010
Emergent BioSolutions Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware
(State or Other Jurisdiction
of Incorporation)
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001-33137
(Commission File Number)
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14-1902018
(IRS Employer
Identification No.) |
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2273 Research Boulevard, Suite 400, Rockville, Maryland
(Address of Principal Executive Offices)
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20850
(Zip Code) |
Registrants telephone number, including area code: (301) 795-1800
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 24, 2010, the Board of Directors (the Board) of Emergent BioSolutions Inc.
(the Company) appointed John E. Niederhuber, M.D. as a Class III
director. Dr. Niederhuber is an independent director within the meaning
of the rules of the New York Stock Exchange. Dr. Niederhuber will stand for election
with the Companys other Class III directors at the Companys 2012 annual meeting of stockholders.
Dr. Niederhuber joined Inova Health System in August 2010 as Executive Vice
President and CEO of the Inova Institute for Translational Research and Personalized Medicine.
Dr. Niederhuber also has served as an adjunct investigator at the Center for Cancer Research at
the National Cancer Institute, or NCI, since August 2010. From 2005 to July 2010, Dr. Niederhuber
served as director of NCI. Prior to his service with NCI, Dr. Niederhuber was Director of the
University of Wisconsin Comprehensive Cancer Center and a professor of surgery and oncology
(member of the McArdle Laboratory) at the University of Wisconsin School of Medicine. He also
chaired the Department of Surgery at Stanford University and held professorships at the Johns
Hopkins University School of Medicine and at the University of Michigan. Dr. Niederhuber is
a graduate of Bethany College in West Virginia and the Ohio State University School of
Medicine. He trained in surgery at the University of Michigan.
There is no arrangement or understanding pursuant to which Dr. Niederhuber was appointed as
a director and there are no related party transactions between the Company and Dr. Niederhuber.
On August 24, 2010, the Company issued a news release on Dr. Niederhubers appointment to
the Board, which is furnished as Exhibit 99.1 and is attached to this Form 8-K.
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Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
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99.1 |
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Press Release dated August 24, 2010 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: September 2, 2010 |
EMERGENT BIOSOLUTIONS INC.
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By: |
/s/
Jay G. Reilly
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Jay G. Reilly |
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General Counsel |
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INDEX TO EXHIBITS
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Exhibit No. |
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Description |
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99.1 |
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Press
Release dated August 24, 2010 |
exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Investor Contact
Robert G. Burrows
Vice President, Investor Relations
301-795-1877
BurrowsR@ebsi.com
Media Contact:
Tracey Schmitt
Vice President, Corporate Communications
301-795-1800
SchmittT@ebsi.com
EMERGENT BIOSOLUTIONS ANNOUNCES
APPOINTMENT OF JOHN E. NIEDERHUBER, M.D. TO THE COMPANYS BOARD OF DIRECTORS
ROCKVILLE, MD,
ROCKVILLE, Md., Aug 24, 2010 Emergent BioSolutions Inc. (NYSE:EBS) announced
today that the companys Board of Directors appointed John E. Niederhuber, M.D.
as a Class III Director for a two-year term that will expire at the 2012 annual
meeting of stockholders.
Dr. Niederhuber is a nationally renowned surgeon and researcher who has dedicated
his four-decade career to the treatment and study of cancer. As we expand our
portfolio to include cancer therapeutics, his oncology research and clinical
experience will be an invaluable asset in guiding Emergents management team towards
further growth and in increasing value for shareholders, said Fuad El-Hibri,
chairman and chief executive officer of Emergent BioSolutions. We are delighted
to welcome him to Emergent's Board of Directors.
I am pleased to serve on the Board of a company that has a strong interest in
providing new treatments to cancer patients. Their mission in vaccine development
to protect life aligns closely with my goals to find life-saving treatments that
can benefit patients worldwide, said Dr. Niederhuber. I look forward to the
opportunity to contribute to Emergents success.
From 2005 to 2010, Dr. Niederhuber served as the director of the National Cancer
Institute (NCI), which is part of the National Institutes of Health (NIH), one of
the largest medical research institutes in the world. As NCI director, Dr. Niederhubers
accomplishments include advancing drug and technology innovation and technology
infrastructure, bringing cancer science to patients through community cancer centers,
and working to reduce the inequities of cancer care. Recently, Dr. Niederhuber joined
Inova Health System as Executive Vice President and CEO of the Inova Institute for
Translational Research and Personalized Medicine. Dr. Niederhuber is also an adjunct
investigator at NCIs Center for Cancer Research. His research focuses on factors in
the tumor microenvironment, in particular on cancer activated fibroblasts (CAFs) that
lead to increased malignancy. As a surgeon, Dr. Niederhubers clinical focus has been
on gastrointestinal cancer, hepatobiliary (liver, bile duct, and gallbladder) cancer,
pancreatic cancer and breast cancer.
Prior to coming to NCI, Dr. Niederhuber was Director of the University of Wisconsin
Comprehensive Cancer Center and a professor of surgery and oncology (member of the
McArdle Laboratory) at the University of Wisconsin School of Medicine. Earlier in
his career, he chaired the Department of Surgery at Stanford University and held
professorships at the Johns Hopkins University School of Medicine and at the University of Michigan.
Dr. Niederhuber is a graduate of Bethany College in West Virginia and the Ohio State
University School of Medicine. He trained in surgery at the University of Michigan.
About Emergent BioSolutions Inc.
Emergent BioSolutions Inc. is a biopharmaceutical company focused on the development,
manufacture and commercialization of vaccines and antibody therapies that assist
the bodys immune system to prevent or treat disease. Emergents marketed
product, BioThrax® (Anthrax Vaccine Adsorbed), is the only vaccine approved
by the U.S. Food and Drug Administration for the prevention of anthrax infection.
Emergents product pipeline targets infectious diseases and includes programs
focused on anthrax, tuberculosis, typhoid, flu and chlamydia. Additional information
may be found at www.emergentbiosolutions.com.
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