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September 12, 2006
By: Tim Wright
Editor-in-Chief, Contract Pharma
After the recommendation of outside Monitor Judge Frederick B. Lacey, Peter R. Dolan will vacate the position of chief executive officer at Bristol-Myers Squibb, effective immediately. The board has appointed James M. Cornelius, a director of the company since January 2005 and chairman emeritus of Guidant Corp., to act as interim chief executive officer. Mr. Cornelius was chairman of the board and interim chief executive officer of Guidant from September 2004 through April 2006. He served as non-executive chairman of the Board from 2000 to 2005, and as senior executive and chairman from 1995 to 2000. Prior to Guidant, Mr. Cornelius was a director, a member of the executive committee and chief financial officer of Eli Lilly and Co. “Jim’s extensive experience in the healthcare arena will be critical in ensuring a smooth transition of leadership of this great company,” said James D. Robinson III, chairman of the board, BMS. “I also want to express my deep appreciation and respect for Peter for his unyielding commitment to our company’s mission, values and purpose, and for his many impressive achievements in developing and executing a successful strategy that has put BMS squarely on a path toward growth and leadership for the future.” Working with other members of the board, Mr. Robinson will chair a search committee to review internal and external candidates for the chief executive officer position. Mr. Dolan has agreed to act as an advisor to assist in the transition to new leadership. Also, Richard K. Willard will leave the position of senior vice president and general counsel, effective immediately. Sandra Leung, vice president and corporate secretary, was appointed to act as interim general counsel. Former Federal Judge Louis J. Freeh, a director of the company and former general counsel of MBNA America, will serve as advisor to Ms. Leung. Mr. Willard has agreed to assist in the transition. “We are grateful for Richard’s contributions during an important time for BMS,” said Mr. Freeh. He added, “I have worked closely with Sandy Leung, a 14-year veteran of the company, who is an outstanding attorney and enjoys the full confidence of our board and senior management.” At a previously scheduled meeting, the board received reports from the company’s outside counsel on issues relating to the Plavix patent litigation with Apotex, Inc. and Apotex Corp. These reports were assessed at the request of the board regarding this matter. During the deliberations, the former Federal Judge Lacey, the Monitor under the company’s deferred prosecution agreement with the office of the U.S. Attorney for the District of New Jersey, made a preliminary recommendation to the board to terminate the employment of both Mr. Dolan and Mr. Willard. Judge Lacey’s recommendation was the result of an inquiry by the Monitor and the U.S. Attorney into issues related to corporate governance in connection with the negotiation of a settlement agreement of the pending Plavix patent litigation. The Monitor and the U. S. Attorney did not find any violation of the deferred prosecution agreement or of any unlawful conduct by the company. The inquiry did not involve any matters related to the ongoing investigation by the Antitrust Division of the Department of Justice into the Plavix settlement agreement. The Monitor may make additional recommendations with respect to governance matters when he makes his final report on the inquiry.
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