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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
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FORM 8-K
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CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) September 26, 2013
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RETROPHIN, INC.
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(Exact name of registrant as specified in its charter)
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Delaware
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000-53293
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26-2383102
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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777 Third Avenue, 22nd Floor, New York, NY
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10017
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (646) 837-5863
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(Former name or former address, if changed since last report.)
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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:
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¨
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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 240.13a-4(c))
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 26, 2013, the board of directors (the “Board”) of Retrophin, Inc. (the “Company”) announced the appointment of Cornelius E. Golding as a director of the Company, effective October 1, 2013, with a term expiring at the Company’s next annual meeting of stockholders. Mr. Golding will also serve as Chairman of the Company’s Audit Committee.
Also on September 26, 2013, the Company issued a press release announcing the appointment of Mr. Golding as a director and as Chairman of the Company’s Audit Committee. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release, dated September 26, 2013
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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RETROPHIN, INC.
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Date: October 2, 2013
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By:
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/s/ Marc Panoff | |
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Name: Marc Panoff
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Title: Chief Financial Officer
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Contacts:
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Retrophin, Inc.
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Rx Communications Group
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Marc Panoff, CFO
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Paula Schwartz (Investors)
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(917) 261-3684
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(917) 322-2216
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marc@retrophin.com
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pschwartz@rxir.com
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Cornelius E. Golding Joins Retrophin, Inc.’s Board of Directors
New York, NY (September 26, 2013) – Retrophin, Inc. (OTCQB: RTRX) today announced that it has elected Cornelius (“Neal”) E. Golding to its Board of Directors, effective October 1, 2013. Mr. Golding will also serve as Chairman of the Audit Committee. His appointment brings the Company’s Board to four members.
Commenting on today’s news, Martin Shkreli, Founder, President and Chief Executive Officer of Retrophin, noted, “We are pleased to welcome Neal to our Board of Directors and as Chairman of our Audit Committee. He joins Retrophin at a critical time in the Company’s life cycle. As such, we expect to leverage his extensive knowledge base and expertise as we pursue our operational and financial goals. This includes the continued development and ultimate commercialization of our product pipeline, as well as future financings and potential strategic acquisitions.”
Mr. Golding brings to Retrophin more than 44 years of experience in finance and accounting. Most recently, from August 1994 until his retirement in September, 2003, he served as Senior Vice President and Chief Financial Officer of Atlantic Mutual Insurance Company, where, among other responsibilities, he oversaw the organization’s corporate investment portfolio. Before that, Mr. Golding spent 13 years in various management and executive positions at Atlantic Mutual Insurance Company, including Senior Vice President and Comptroller, Vice President and Comptroller and Vice President-Internal Audit. Prior to that, he served as Vice President of Ideal Mutual Insurance Company, Assistant Controller of AIG, and in various positions at Crum & Forster. Earlier in his career, Mr. Golding worked at the Robert Stigwood Organization and as an auditor for the independent accounting firm of Price Waterhouse (now PriceWaterhouseCoopers).
In addition to Retrophin, Mr. Golding currently serves on the Boards of Directors of United Automobile Insurance Group and Hudson City Bancorp (Chair of Risk Committee). He is also a Trustee of the John A. Forster Trust. He previously served on the Board of Directors of Neurologix, Inc., Somerset Hills Bancorp and National Atlantic Holding Corporation. A graduate of St. John Fisher College, Mr. Golding holds an MBA from Fairleigh Dickenson University and is also a graduate of the Advanced Education Program at the Wharton School of the University of Pennsylvania. He is a retired CPA, as well as a member of the American Institute of CPAs and the New York State Society of CPAs.
About Retrophin
Retrophin is a pharmaceutical company focused on the discovery and development of drugs for the treatment of debilitating and often life-threatening diseases for which there are currently no viable patient options. The Company is currently focused on several catastrophic diseases affecting children, including Focal Segmental Glomerulosclerosis (FSGS), Pantothenate Kinase-Associated Neurodegeneration (PKAN), Duchenne Muscular Dystrophy and others. Retrophin’s lead compound, RE-021, is scheduled to begin enrollment in a potentially pivotal Phase 2 clinical trial for FSGS during 2013. For additional information, please visit www.retrophin.com.
Forward-Looking Statements
This press release contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995, regarding the research, development and commercialization of pharmaceutical products. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual outcomes and results to differ materially from current expectations. No forward-looking statement can be guaranteed. Forward-looking statements in the press release should be evaluated together with the many uncertainties that affect the Company’s business. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.
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