Board battle brewing at Bioanalytical

June 29, 2009

West Lafayette-based life sciences contract research firm Bioanalytical Systems Inc. has five directors on its board. If company founder Pete Kissinger has his way, four of them will soon be replaced.

Kissinger and his wife, Candice, together own 26 percent of Bioanalytical Systems, which they ran from its inception in 1974 until 2007, when they resigned. Since then, the company has endured rising losses, the departure of other key longtime employees, and a badly sagging stock price. The company's shares now trade for about 83 cents each on NASDAQ under the symbol BASI. A year ago, they fetched $5.30.

The Kissingers remain Bioanalytical Systems' largest shareholders. A story in the May 4 IBJ detailed their growing concerns about the company's direction and management, and their quest to rally other shareholders to their cause.

Bioanalytical Systems' board members are: Chairman William Baitinger, the retired director of technology transfer for the Purdue Research Foundation; David W. Crabb, chairman of the Indiana University Department of Medicine; Leslie B. Daniels, founding partner of New York-based private equity fund CAI; Larry Boulet, a retired PricewaterhouseCoopers senior audit partner; and Richard M. Shepperd, who replaced Pete Kissinger as Bioanalytical Systems' CEO.

On June 5, the Kissingers sent a letter to Bioanalytical Systems nominating three replacement directors: Dr. John Landis, a retired senior vice president of Kentworth, N.J.-based Schering-Plough Corp.; Joseph Broecker, co-founder of locally based investment banking firm Periculum Capital Co.; and Candice Kissinger, who served as Bioanalytical Systems' former senior vice president of research. The letter was subsequently filed with the Securities and Exchange Commission.

Oshkosh, Wis.-based stockbroker Thomas Harenburg, who owns 5.6 percent of Bioanalytical Systems, has nominated his own board candidate: Jerome G. Marchant. Biographical information was not available before IBJ press time.

In their filings, Harenburg notes he supports the Kissingers' three nominations. And the Kissingers support Harenburg's.

"After over two years of failed attempts to turn Bioanalytical Systems Inc. around, I feel the need to change the current board is now," Harenburg wrote in a June 11 letter to the company's board subsequently filed with the SEC. "Due to the urgency of this matter, the time is now. I would like to see this acted upon by June 30."


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