Penwest shareholders want to see company's books

By Lisa Kerner

Charlotte, N.C., March 16 - Penwest Pharmaceuticals Co. shareholders Tang Capital Partners, LP and Perceptive Life Sciences Master Fund Ltd. delivered a demand under Washington State law to inspect the company's books and records.

The shareholders want to determine what, if any, additional proposals it should bring to a vote at the company's 2009 annual meeting.

Penwest failed to take actions requested by Tang Capital and Perceptive by March 10, the shareholders said.

Tang Capital and Perceptive want Penwest to substantially wind down its operations to allow its shareholders to realize the full value of the Opana ER royalty stream. In addition, the shareholders asked Penwest to confirm their Jan. 12 notice regarding their joint nomination of three persons for election at the annual meeting complies with the company's bylaws.

In a March 16 letter to Penwest shareholders, Tang Capital and Perceptive asked shareholders to vote for the election of three nominees to the board of directors, a referendum on the future direction of the company, and bylaw amendments that will require the board to be more accountable to shareholders.

"Having become frustrated by the board's actions and obstructionist tactics over the past several months, we are undertaking this proxy contest only as a last resort," Tang Capital and Perceptive said in the letter.

Tang Capital and Perceptive together own 41.6% of the Danbury, Conn., pharmaceutical products company's outstanding stock.

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