Viropro, Inc. (VPRO)

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VPRO in suit for **$30,000,000** against PWC..see below

September 11, 2015, SAN JOSE, CA. -- Viropro, Inc. (OTCBB: VPRO) today announced that it has filed
a complaint in New York County Supreme Court against PricewaterhouseCoopers Advisory Services Sdn
Bhd (PWC) for willful breach of fiduciary duty and gross negligence with regard to PWC's seizure and
subsequent sale of substantially all of the assets of Alpha Biologics Sdn Bhd (Alpha), a wholly owned
subsidiary of Viropro located in Penang, Malaysia.
The Alpha facility, built at a cost of more than $40 million, was seized by PWC in September 2014, acting
as the Receiver and Manager appointed by Bank Pembangunan Malaysia Bhd. (BPMB). In November 2014,
PWC initiated a liquidation sale of substantially all of Alpha's assets, purportedly as a means of trying to
satisfy loans made to Alpha by BPMB, without regard to Alpha's other creditors or its obligation to
maximize the value of Alpha's estate. Based on information available to it, Viropro believes that the
material was sold and removed, rendering the facility useless for its intended purpose. In its action against
PWC, Viropro alleges that PWC's employees and affiliates sold the equipment for a fraction of its actual
value in a manner that enriched PWC at the expense of Viropro and its shareholders. The action seeks
damages in excess of $30 million.
"We are very disappointed by the actions of PWC that have resulted in a complete loss of value of the Alpha
facility,” said Bruce Cohen, Chairman of the Board of Directors of Viropro. "We had advised PWC that a
fire sale of substantially all of Alpha's assets would be unlikely to generate sufficient cash to pay the
company's outstanding debts and obligations to former employees, but PWC declined to engage with us,
other than to summarily reject the proposals we submitted for their review that would have responded to
the concerns of all stakeholders of Alpha."
The Alpha facility comprised approximately 50,000 square feet of research and production space, designed
to support the scale-up and manufacture of monoclonal antibodies. Previous management of the company
had failed to keep current with the company's creditors, including BPMB and Penang Development
Corporation (PDC), prompting the seizure of the assets. Subsequent to the seizure, PWC initiated a process
to liquidate the assets and conducted a solicitation for bids. PWC has not provided Alpha or Viropro with
the identity of the purchaser or purchasers, nor has it made public the proceeds of the transaction.
"Given the upsurge in interest in the manufacture of biosimilars that is sweeping the globe as high value
monoclonal antibodies come off of patent, this loss is doubly tragic," said Michelle Peake, a Director of
Viropro and the former CEO of Alpha. "To have this high quality facility destroyed in this manner, without
benefiting Alpha, its creditors and former employees, was completely unnecessary and could have been
avoided."
Separately, Viropro also announced that it had prevailed in its action against Cynthia Tsai (former CEO
and Director) and Richard Serbin (former Director) regarding spoliation and destruction of company
documents. The Court held in its ruling that Ms. Tsai had deliberately destroyed documents in violation of
a court order and cited her for civil contempt. The Court granted Viropro's request for an adverse inference
at trial and awarded Viropro costs and attorney fees.