3-305 Industrial Parkway South
Aurora, Ontario, Canada, L4G 6X7
Phone: (905) 841-2300
Fax: (905) 841-2244
Web: www.helixbiopharma.com
January 6, 2012
NEWS RELEASE HELIX BIOPHARMA CORP. PROPOSES NEW BOARD SLATE FOR JANUARY 30, 2012 ANNUAL GENERAL MEETING Also Announces AGM Location, Proxy Material Mailing and Corporate Growth Strategy Shareholders are Urged to Act Now and Vote their Shares to Protect their Investment
AURORA, Ontario, January 6, 2012 - Helix BioPharma Corp.
(TSX, NYSE Amex, FSE: HBP) (the "Company" or
"Helix") announces that its Annual General Meeting ("AGM"),
scheduled for 10:00 a.m. Toronto time on January 30,
2012, will be held at Sheraton Parkway Toronto North, 600
Highway 7 East, Richmond Hill, Ontario, Canada.
The Company's proxy materials, which include a Notice of
Meeting, Letter to Shareholders, Information Circular and
blue form of proxy or blue voting instruction form, have been
mailed to shareholders of record as of December 2, 2011 and
are also being publicly filed, except the voting instruction
form for objecting beneficial holders, on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on the
Company's website at www.helixbiopharma.com.
Outside North America, Banks and Brokers Call Collect:
416-867-2272
North American Toll Free Phone:
1-866-879-7649
"We are proposing changes to our Board composition in part to
adopt a corporate governance structure that the current Board
feels is appropriate for Helix's next stage of development,
as well as to provide geographic representation on the Board,
which more closely mirrors our shareholder base," said Dr.
Segal, Chairman and CEO of Helix BioPharma Corp. "In doing
so, your current Board has assembled a group of highly
skilled professionals with the necessary capabilities to
guide Helix through the critical next stage of its
development and to lead it toward realizing its strategic
vision."
The Board and Management are committed to maximizing
shareholder value. For 2012, the Board and Management plan
to:
Continue to advance the development of Helix's drug product/pipeline candidates, and believe that their achievements over the past year have substantially strengthened Helix's ability to do so; and
Consider new strategic transactions in the coming year, which will allow Helix to further build upon its growth potential to benefit Helix's valued shareholder base.
New Board Slate - Experienced and Dedicated to Success
The nominees for the Board of Directors, described below,
have the skills, experience, relationships and industry
knowledge to continue to provide Helix with strong
leadership. The incumbent Helix Nominees' valuable work
experience and expertise have resulted in substantial
improvements in the Company's performance and all the Helix
Nominees are well-qualified to guide Helix in the right
direction toward realizing its strategic vision.
Helix's current Board, in accordance with good corporate
governance practices, considers the size and composition of
the Board prior to each annual meeting of shareholders as
part of the nomination of directors. In connection with doing
so, the Board regularly reviews and assesses the skill sets,
experience, contributions and effectiveness of each Board
member. As part of this process each director must assess
whether they wish to continue to make the commitment to serve
on the Board. In addition, your current Board has considered
other relevant factors in proposing a slate of director
nominees for the AGM, such as Helix's strategic direction and
the geographical representation on the Board.
As a result of this process, Helix is proposing a substantial
change in its current Board, bringing the total number of
directors down from seven to six, adding three new directors
and increasing the number of independent directors from four
out of seven to five out of six, leaving Dr. Donald H. Segal,
as Chief Executive Officer, as the only non- independent
director.
Helix's current Board is proposing the election at the AGM of
the following six individuals as directors:
Chairman prior to the AGM.
W. Thomas Hodgson, incumbent and independent director. Ewa Don-Siemion, new independent director nominee. Professor Wojciech M. Kwiatek, new independent director nominee. Dr. Wayne Schnarr, new independent director nominee.
Helix's slate includes three incumbents: Jack M. Kay, W.
Thomas Hodgson and Dr. Donald H. Segal. Each of these three
incumbents has extensive experience with the Company and
considerable knowledge and experience in corporate and
financial management. This core group of directors will
provide the necessary continuity and industry knowledge to
ensure the Company is able to capitalize on its recent
achievements. Mr. Kay and Dr. Segal also have a wealth of
experience in the biopharmaceutical sector.
Helix's slate also includes three new independent members:
Ewa Don-Siemion, Professor Wojciech M. Kwiatek and Dr. Wayne
Schnarr. Ms. Don-Siemion is an international lawyer
practicing in Poland, with extensive private sector
experience. Professor Kwiatek is a department head at the
Polish Academy of Sciences who is currently involved in
cancer research. Dr. Schnarr is a resident of Canada with
extensive experience in the capital markets, particularly in
the biopharmaceutical sector.
Following the AGM, the Company and the Board will still be
able to draw upon the experience and expertise of John
Docherty and Kenneth Cawkell, who, while stepping down from
the Board, will continue in their roles as President and
Chief Operating Officer and Corporate Secretary,
respectively. Dr. Lickrish and Professor Roszkowski-Sliz have
also indicated their desire to step down from the Board at
the AGM. The Company wishes to express its deepest gratitude
and appreciation to each of Messrs. Cawkell, Docherty,
Lickrish and Roszkowski-Sliz for their tremendous
contributions as directors to the Company's progress.
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Corporate Growth Strategy - Maximizing Shareholder Value
The current Board and Management have a strategic vision to
establish Helix as a leading developer of clinically proven,
innovative cancer therapies. They believe that Helix has
developed technologies that are unique in the fields of drug
delivery and targeted tumor therapy, which have the potential
to transform the future of cancer prevention and treatment
for potentially multiple types of cancer and put the Company
in the best position to maximize shareholder value, in both
the short- and long- term. To this end, the Company is
aggressively pursuing a fiscally responsible strategic plan,
which is focused on advancing and expanding upon its product
development portfolio, financed with non-dilutive funding
wherever possible, generating support by recognized
institutional and pharmaceutical organizations, raising its
corporate profile and improving share liquidity.
Also for 2012, in addition to carrying out the strategic plan
described above, the Board and Management are focused on
pursuing appropriate strategic relationships through mergers
and acquisitions, joint ventures, licensings and similar
transactions for purposes of (i) increasing resources and
expertise available to Helix, (ii) expanding product
offerings and/or (iii) increasing liquidity for Helix
shareholders. The Board and Management are also considering
other ways to increase liquidity for Helix shareholders.
Helix BioPharma Corp. is a biopharmaceutical company
specializing in the field of cancer therapy. The Company is
actively developing innovative products for the prevention
and treatment of cancer based on its proprietary
technologies. Helix's product development initiatives
include its novel L-DOS47 new drug candidate and its
Topical
Interferon Alpha- 2b. Helix is listed on the TSX, NYSE Amex
and FSE under the symbol "HBP".
Email: ir@helixbiopharma.com
Disclaimer and Forward-Looking Statements and Risks and Uncertainties
This News Release contains certain forward-looking statements and information (collectively, "forward-looking statements") within the meaning of applicable securities laws, including, but not limited to, forward-looking statements regarding the development of
products by Helix for the prevention and treatment of cancer based on its proprietary technologies; the Company's corporate governance structure; the election of directors; the involvement of certain outgoing directors, the Company's growth strategy, including without limitation the Company's plans to maximize shareholder value, expand its product development portfolio, seek out
additional financing, particularly non-dilutive financing, generate support, raise its corporate profile, improve shareholder liquidity, and seek out appropriate strategic partners; and other information in future periods. Forward-looking statements and information can
be identified by forward-looking terminology such as "expects", "to recruit", "to motivate", "to align", "to retain", "to benefit", "to encourage", "to plan", "anticipate", "believe", "estimate", "increased", "can", "ensure", "proposed", "shall", and similar expressions
or variations thereon, or statements that events, conditions or results "will," "may," "could", "would" or "should" occur or be achieved. Although Helix believes that the expectations reflected in such forward-looking statements are reasonable, such statements
involve risks and uncertainties, and undue reliance should not be placed on such statements. Certain material factors or assumptions are applied in making forward-looking statements, including, but not limited to, that the proposed directors will be elected as the
Company's Board at the upcoming AGM; receipt of necessary additional funding, strategic partner support and regulatory approvals; GMP manufacturing and other activities; the timely provision of services and performance of contracts by third parties; the safety and
efficacy of the Company's drug candidates; and future revenue, costs and expenditures of the Company. Helix's actual results could differ materially from those reflected in the forward-looking statements as a result of numerous risks and uncertainties including
without limitation, Helix's need for additional capital, which may not be available whether on a non-dilutive basis or otherwise and which if not obtained on a timely basis or in an adequate amount, would have a material adverse effect on the Company; the risk of
dilution to the current shareholders; uncertainty about whether the Company's products under development, including L-DOS47 and
Topical Interferon Alpha-2b, will be successfully developed and commercialized and whether clinical trials will proceed as planned or at all; the risk that clinical trial results may be negative; insurance and intellectual property risks; research and development risks;
the need for further regulatory approvals, which may not be obtained; the Company's dependence on its third-party service providers;
upscaling and manufacturing risks; partnership / strategic alliance risks; the effect of competition; the risk of technical obsolescence; uncertainty about the outcome of the Company's upcoming AGM, and about the Company's planned campaigns to increase awareness, the continued involvement of certain outgoing directors, the size and existence of a market opportunity for Helix's products, or whether the Company will be able to obtain an appropriate pharmaceutical or strategic partner for the drug candidates, which are not assured; changes in business strategy or plans; uncertainty about whether the Company will be able to carry out its growth strategy, in full or in part, to find appropriate partners, expand its product portfolio, increase liquidity for shareholders, raise its corporate profile, enter into transactions to assist the Company to execute its strategic growth plan; and the risk factors that are
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discussed under Item 3.D. - "Risk Factors" in the Company's latest Form 20-F Annual Report or identified in the Company's other public filings with the Canadian securities administrators at www.sedar.comor with the SEC at www.sec.gov. Forward-looking statements and information are based on the beliefs, assumptions, opinions and expectations of Helix's management at the time they are made. Readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements contained herein are expressly qualified by this cautionary statement and are made as of the date of this News Release. Helix does not assume any obligation to update any forward-looking statement or information should those beliefs, assumptions, opinions or expectations, or other circumstances change, except as required by law.
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