Director Quits Cypress Bio’s Board During Buyout Struggle

Xconomy San Diego — 

San Diego’s Cypress Bioscience (NASDAQ: CYPB), which is in a standoff with a Ramius Group fund over its buyout offer, disclosed in a regulatory filing today that one of its independent directors has resigned from its eight-member board.

The company, which yesterday reiterated its rejection of Ramius’ $160 million buyout offer, maintains that Jean-Pierre Millon “continues to support the Board of Directors and its decision to reject Ramius’ unsolicited, non-binding proposal” to acquire Cypress at $4 a share. Nevertheless, Roth Capital Partners analyst Scott Henry told The San Diego U-T “this is a a ‘no’ vote against what they are doing.”

It’s also telling that Cypress released a copy of its Aug. 17 rejection letter to Ramius in a news release yesterday, but did not issue a press release about Millon’s resignation today. The company only disclosed Millon’s resignation in today’s regulatory filing.

Cypress maintains in its filing that Millon also “has been and continues to be supportive of the Company’s current strategy to develop a portfolio of CNS drug candidates, and resigned from the Board of Directors due to a difference of opinion with respect to the timing of the execution of the strategy.”

A spokesman for New York-based Ramius Value and Opportunity Advisors declined to comment this evening.