EVANSTON, Ill., Aug. 9 /PRNewswire-FirstCall/ --
Northfield Laboratories Inc. (Nasdaq: NFLD), a leading developer of an oxygen-
carrying blood substitute for trauma and elective surgery situations,
announced today that it has begun mailing proxy materials to shareholders for
its September 13, 2002 annual meeting. Shareholders will receive a letter
from Steven A. Gould, M.D., Northfield's Chairman and Chief Executive Officer,
updating them on the status of the Company and its PolyHeme(TM) blood
substitute product, together with Northfield's 2002 annual report and proxy
statement.
Shareholders will also be receiving a letter from Dr. Gould inviting them
to the annual meeting and urging them to complete and return their BLUE proxy
cards to the Company immediately. The following is the text of Dr. Gould's
letter:
As the new Chairman and Chief Executive Officer of Northfield
Laboratories, and on behalf of the entire Northfield Board, I would like to
take this opportunity to invite you to attend the 2002 Annual Meeting of
Shareholders, at which we will report on the Company's progress and discuss
with you its prospects for the future. We look forward to seeing you there.
However, to ensure that your shares are represented, we ask that you sign,
date and return the enclosed BLUE proxy today, whether or not you plan to
attend the meeting on September 13th.
Your Board and management have a singular focus: to advance Northfield
Laboratories and its breakthrough product, PolyHeme(TM), towards clinical,
commercial and market success. It is important to note that:
-- Our dialogue with the FDA continues to be constructive. We are
convinced that its concerns can be addressed and that a successful
conclusion to the regulatory process is achievable.
-- We continue to actively pursue partnering opportunities with world-
class pharmaceutical companies to fully exploit PolyHeme's potential to
both save human life and deliver the return on investment that
Northfield shareholders deserve.
-- We are actively exploring avenues of opportunity for additional
funding.
-- We are aggressively working to build Northfield's recognition in both
the scientific and investment communities.
Obviously these initiatives are interdependent. The uncertain economic
times and market unrest have increased the challenges we face in achieving
these goals. It is therefore unfortunate that a self-styled activist, C.
Robert Coates, has chosen to subject your company to the unnecessary
distraction and expense of a proxy contest at this year's annual meeting.
Mr. Coates is no stranger to proxy contests. He has repeatedly threatened
Northfield in the past. Earlier this year, Coates and yet another hand-picked
nominee were soundly rejected by the shareholders of Netro Corporation.
Several years ago, after settling for one seat on the Board of Borland
Software Corporation (formerly known as Inprise Corporation), he quit after
only nine months on the job.
Now, Coates is seeking to elect himself and his crony, Bert R.Williams
III, to your Board of Directors. You should be aware that the nominating
committee of the Board, which is composed entirely of independent directors,
met individually with Mr. Coates by phone and unanimously determined that
candidates with significantly better qualifications were available.
MAKE NO MISTAKE: NORTHFIELD SHAREHOLDERS' INTERESTS ARE BETTER SERVED WITHOUT
C. ROBERT COATES ON THE BOARD
You may expect to receive calls and letters from Mr. Coates and his paid
agents seeking support for his "slate." He may even claim some responsibility
for recent developments at Northfield. Nothing could be further from the
truth. Mr. Coates has an apparent penchant for recognizing the obvious and
adopting it as his own. Don't be misled. We believe that the presence of C.
Robert Coates et. al. on the Northfield Board would be disruptive at best and
would contribute nothing to the long-term value of your Northfield shares.
Your Board of Directors and new management team are committed to
protecting and enhancing the value of your investment in Northfield by
ensuring that PolyHeme is brought to market as quickly and profitably as
possible. Don't jeopardize the future value of your investment by allowing
Mr. Coates to disrupt this process. I urge you to protect your investment by
signing, dating and returning the enclosed BLUE proxy card today.
Thank you for your continued support.
IMPORTANT
If your shares are held in your own name,
please sign, date and return the enclosed BLUE proxy card today.
If your shares are held in "Street-Name," only your broker or your bank can
vote your shares. Please direct the person responsible for your account to
execute on your behalf a BLUE proxy card with a vote FOR Proposals 1 and 2.
We urge you not to sign any proxy card you may receive from C. Robert Coates.
If you have any questions or need assistance in voting your shares, please
call:
Innisfree M&A Incorporated
501 Madison Avenue, 20th Floor
New York, New York 10022
Call Toll-Free: (888) 750-5834
Banks and Brokers call collect (212) 750-5833
Statements in this release that are not strictly historical are
"forward-looking" statements that are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Forward-
looking statements involve known and unknown risks, which may cause the
company's actual results in the future to differ materially from expected
results. These risks include, among others: competition from other blood
substitute products; the company's ability to obtain regulatory approval to
market PolyHeme commercially; the company's and/or its representative's
ability to successfully market and sell PolyHeme; the company's ability to
manufacture PolyHeme in sufficient quantities; the company's ability to obtain
an adequate supply of raw materials; the company's ability to maintain
intellectual property protection for its proprietary product and to defend its
existing intellectual property rights from challenges by third parties; the
availability of capital to finance planned growth; and the extent to which the
hospitals and physicians using PolyHeme are able to obtain third-party
reimbursement, as described in the company's filings with the Securities and
Exchange Commission.
Visit the Northfield website at: http://www.northfieldlabs.com .
SOURCE Northfield Laboratories Inc.
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Related links: http://www.northfieldlabs.com
CONTACT: Steven A. Gould, M.D., Chief Executive Officer of Northfield Laboratories Inc., +1-847-864-3500, or Investors, Bill Schmidle, +1-312-640-6753, or Media, Cindy Martin, +1-312-640-6741, both of FRB Weber Shandwick
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