Biotech Values

[DewDiligence]

MNTA’s Board of Directors

[Updated ages and term-ending dates based on Form DEF14A
filed today. (I’ve assumed that the three directors nominated
for new 3-year terms will be elected.)]



MNTA’s BoD consists of nine directors as follows:

• Seven independent directors: Bruce Downey, Marsha Fanucci, Peter Hutt, Thomas Koestler, Bennett Shapiro, Elizabeth Stoner, and the Chairman, James Sulat. Among these individuals are: the former CEO of Barr Labs (acquired by Teva in 2008); two MD’s who are former SVP’s at Merck; the former head of the Schering-Plough Research Institute; the former CFO of Millennium Pharmaceuticals (acquired by Takeda in 2008); the former CFO of Memory Pharmaceuticals (acquired by Roche in 2008); and the former Chief Counsel of the FDA.

• One venture capitalist, John Clarke, whose firm has owned MNTA shares dating back to the company’s pre-IPO period.

• Craig Wheeler, MNTA’s CEO since 2006.


No single shareholder or group of affiliated shareholders is in a position to unduly influence the BoD.

All told, I think any reasonable person would agree that MNTA’s BoD is a distinguished group. The directors are listed below in alphabetical order.


John K. Clarke, age 57; term expires 2012; director since 2002:

Mr. Clarke founded Cardinal Partners, a venture capital firm, in 1997 and has served as the Managing General Partner since 1997. He has founded and served as interim Chief Executive Officer of a number of portfolio companies, including Alkermes, Inc., Arris Pharmaceuticals, Inc., Cubist Pharmaceuticals, Inc. and the DNX Corporation. Mr. Clarke is chairman of the board of directors of Alnylam Pharmaceuticals, Inc. and serves as a member of the board of directors of Visicu, Inc. and a number of privately-held health care companies. He received his B.A. in Biology and Economics from Harvard College and his M.B.A. from the Wharton School of the University of Pennsylvania.


Bruce Downey, age 63, term expires 2014; director since 2009:

Mr. Downey has served as a partner at NewSpring Capital, a venture capital firm, since March 2009. From 1994 through December 2008, Mr. Downey was Chairman and CEO of Barr Pharmaceuticals, a global specialty-pharmaceutical company. Barr, acquired by Teva Pharmaceuticals in a $9B deal in Jul 2008, is the originator of the business model based on Paragraph-IV patent challenges. Downey knows more about the generic-drug business than anyone on the planet, IMO.


Marsha H. Fanucci, age 58; term expires 2014; director since 2005:

Ms. Fanucci served as Chief Financial Officer of Millennium Pharmaceuticals from 2004 through Jan 2009. (Millennium was acquired by Takeda in May 2008.) From 2000 through 2004, she served as Vice President, Finance and Corporate Strategy and Vice President, Corporate Development and Strategy. From 1998 through 2000, she was Vice President of Corporate Development and Strategy at Genzyme. From 1987 to 1998, Ms. Fanucci was employed at Arthur D. Little, Inc. where she most recently served as Vice President and Director. She received her B.S. in Pharmacy from West Virginia University and her M.B.A. from Northeastern University.


Peter Barton Hutt, age 76; term expires 2014; director since 2001:

Mr. Hutt is a senior counsel at the law firm of Covington & Burling and has been an attorney with that firm since 1975. He served as Chief Counsel for the Food and Drug Administration from 1971 through 1975. Mr. Hutt is a member of the Institute of Medicine of the National Academy of Sciences and teaches a course on Food and Drug Law each Winter Term at Harvard Law School. He co-authored the casebook used to teach Food and Drug Law and has published numerous papers on the subject. Mr. Hutt is a member of the board of directors of CV Therapeutics, Inc., Favrille, Inc., Introgen Therapeutics, Inc., Ista Pharmaceuticals, Inc., Xoma Ltd. and several privately-held life sciences companies. Mr. Hutt received his B.A., magna cum laude, from Yale University, his L.L.B. from Harvard University and his L.L.M. from New York University.


Thomas P. Koestler, PhD, age 59; term expires 2013; director since 1/19/11:

Dr. Koestler’s nearly 30-year career has included senior executive positions at top-tier global pharmaceutical companies. Since 2010, Dr. Koestler has served as Executive-in-Residence at Vatera Holdings. Prior to joining Vatera Holdings Dr. Koestler was most recently Executive Vice President of Schering Corporation and President of Schering-Plough Research Institute (SPRI), the pharmaceutical research and development arm of Schering-Plough Corporation which he joined in 2003. Dr. Koestler has been involved with over 80 product approvals during his career, including 30 new molecular entities. He has also held senior positions at Pharmacia, Novartis, Ortho McNeil and Bristol-Myers Squibb. Dr. Koestler holds a BS degree in biology and genetics from Daemen College and a Ph.D. from the State University of New York, where he studied medicine and pathology.


Bennett M. Shapiro, MD, age 71; term expires 2013; director since 2003:

Since 2003, Dr. Shapiro has served as a private consultant providing advice to executives. From September 1990 to July 2003, Dr. Shapiro served as an Executive Vice President of Merck & Co., Inc., a research-based pharmaceutical company. Dr. Shapiro is the former head of Worldwide Licensing and External Research at Merck; prior to that he served as the head of Basic and Preclinical Research at Merck and as Chairman of the Biochemistry department at the University of Washington. Dr. Shapiro serves on the board of numerous privately-held biopharmaceutical companies. Dr. Shapiro received his B.S. in Chemistry from Dickinson College and his M.D. from Jefferson Medical College.


Elizabeth Stoner, MD, age 60; term expires 2013; director since 2007:

Dr. Stoner joined MPM Capital as Executive Partner following a 22-year career at Merck Research Laboratories. At the time of her retirement from Merck, Dr. Stoner was Senior Vice President of Global Clinical Development Operations with responsibility for the company's clinical development activities in more than 40 countries. She also oversaw the clinical development activities of Merck's Japanese partner, Banyu, led the clinical development for the Merck/Schering-Plough Joint Venture for Zetia/Vytorin, and played a critical leadership role in Merck's efforts to transform its worldwide clinical development operations. Earlier in her career at Merck, Dr. Stoner had led the Proscar clinical development program from inception, establishing Merck as a leader in the field of prostate disease. As Endocrine Therapeutic Head, Dr. Stoner's responsibilities included all steroid and lipid metabolism, as well as the growth hormone secretagogue clinical research programs. Prior to her position at Merck, she was an Assistant Professor of Pediatrics at Cornell University Medical College. Dr. Stoner received a BS in Chemistry from Ottawa University, KS, an MS in Chemistry from the State University of New York at Stony Brook, and an MD from Albert Einstein College of Medicine.


James R. Sulat, age 60; term expires 2012; director since 2008:

Mr. Sulat was named Momenta’s Chairman of the Board in December 2008 (#msg-33979910). He became CEO of Maxygen in September 2009 (#msg-41988177). Previously, Sulat served as the CFO of Memory Pharmaceuticals from February 2008 to December 2008 (when it was acquired by Roche) and as Memory Pharmaceuticals’ CEO from May 2005 until February 2008. Jim has also served as a member of the board of directors of Memory Pharmaceuticals since May 2005. From May 2003 to February 2004, Mr. Sulat served as the Senior Executive Vice President of Moore Wallace Incorporated. Following the acquisition of Moore Wallace by R.R. Donnelley & Sons Company in February 2004, Mr. Sulat became Chief Financial Officer of R.R. Donnelley and served in that position until May 2004. From 1998 to 2003, Mr. Sulat served as Vice President and CFO of Chiron Corporation. Mr. Sulat serves as a director of Maxygen, Inc. and Intercell AG. Mr. Sulat received a B.S. from Yale University, and an MBA and an M.S. in Health Services Administration from Stanford University.


Craig A. Wheeler, age 50; term expires 2012; director since 2006:

Mr. Wheeler has served as Chief Executive Officer of Momenta since September, 2006. Prior to joining Momenta, Mr. Wheeler served as President of Chiron Biopharmaceuticals from August 2001 until June 2006. Prior to joining Chiron, Mr. Wheeler was a senior member of The Boston Consulting Group’s health care practice from August 1988 until August 2001. Mr. Wheeler was appointed to the board of directors of Avanir Pharmaceuticals, Inc. in September 2005. Mr. Wheeler received B.S. and M.S. degrees in chemical engineering from Cornell University and an M.B.A. degree from the Wharton School of the University of Pennsylvania.