Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 11, 2021, Robert Schrepfer, Senior Vice President, Business
Development and Specialty Sales at ANI Pharmaceuticals, Inc. (the "Company"),
notified the Company that he is resigning. In connection with his resignation,
the Company and Mr. Schrepfer entered into a Transition Services and Separation
Agreement (the "Agreement") which provides that Mr. Schrepfer's employment will
terminate on the earlier of the date the Company terminates his employment with
or without good cause or March 19, 2021. Until his departure, Mr. Schrepfer will
provide transition services to fully support any transition and integration
plans with respect to the Company and its employees.
Mr. Schrepfer will continue to receive his base salary based on his current
annual rate during the transition period and will remain eligible to participate
in the employee benefits offered by the Company. In addition, in consideration
for releases of claims and subject to the terms of the Agreement, Mr. Schrepfer
will be entitled to receive an annual bonus for 2020 of $288,780 and accelerated
vesting of his outstanding stock awards that would have vested had he remained
with the Company through April 10, 2021. The Agreement also contains customary
restrictive covenants. A copy of the Transition Agreement is attached as Exhibit
10.1 and is incorporated into this Item 5.02 by reference. The foregoing summary
of the Agreement is qualified in its entirety by reference thereto.
Item 7.01. Regulation FD Disclosure.
On February 17, 2021, the Company announced the addition of three key
pharmaceutical executives to its senior leadership team: Christopher K. Mutz,
Chief Commercial Officer and Head of Rare Diseases; Ori Gutwerg, Senior Vice
President of Generics; and Davinder Singh, General Manager, Canadian Operations.
Chris Mutz brings deep experience in the successful commercialization of rare
disease therapies, spending more than eight years with Alexion Pharmaceuticals
(Nasdaq: ALXN). Most recently, as Vice President of the U.S. Neurology Business
Unit, he was responsible for building and leading the successful launch of
Soliris (eculizumab) for gMG and NMOSD in the United States. At Alexion, he also
served as Vice President, U.S. Metabolic Business Unit and National Sales
Director, U.S. Metabolic Business Unit. Prior to joining Alexion in 2011, Mr.
Mutz served in commercial roles of increasing responsibility over the course of
11 years at Merck and Co. Mr. Mutz obtained his BA in Biology from the
University of Virginia and his MBA from the Johnson Graduate School of
Management at Cornell University.
Ori Gutwerg is a seasoned leader with more than 17 years of experience building
and driving growth in pharmaceutical companies. Most recently, Mr. Gutwerg
served as Vice President, Head of U.S. Generics Rx at Taro Pharmaceuticals,
overseeing a portfolio of nearly 300 generic and branded products. In that role,
he drove double-digit top- and bottom-line growth, improved working capital
through cost savings and efficiencies, rationalized the R&D pipeline and
negotiated numerous business development deals to accelerate growth. Prior to
joining Taro, he held positions with Xiromed US, Perrigo Pharmaceuticals, and
Agis Group. Throughout his career, he has managed sales teams, built a
commercial operations team, led M&A due diligence activities, and negotiated new
business development and joint venture agreements. Mr. Gutwerg has a BS in
Communications and Economics from The College of Management and an MBA from Tel
Aviv University.
Davinder Singh is a results-oriented business leader with more than 30 years of
experience managing multiple sites within the pharmaceuticals, nutraceuticals,
cosmetics and food industries. He has significant expertise across various
dosage forms, including solids, semi-solids, liquids and APIs. Mr. Singh has
held management positions at several multinational pharmaceutical companies,
most recently at Eurofins CDMO Alphora, where he was responsible for five sites.
Prior to that, Mr. Singh held positions at Valeant Pharmaceuticals, Apotex, and
Scientific Fisher/Patheon. His experience and expertise include business
expansion strategy, integration, acquisitions, change management, new drug
submissions, building and expanding plants and laboratories, consolidations,
manufacturing, logistics, engineering, quality, safety, and information
technology security. Mr. Singh has a BA in Economics and English from Punjab
University, a B.Sc from York University and an MBA from University of Guelph.
The Company also announced the departure of Mr. Schrepfer as described in Item
5.02 above.
The press release announcing these management transitions above is furnished as
Exhibit 99.1 and shall not be deemed "filed" for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits
Exhibit Description
10.1 Transition and Separation Agreement dated February 11, 2021 between
ANI Pharmaceuticals, Inc. and Robert Schrepfer.
99.1 Press Release dated February 17, 2021.
104 Cover Page Interactive Data File (embedded within the inline XBRL
document).
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