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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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[_] Preliminary Proxy Statement [_] Confidential, for Use of the
Commission Only (as permitted by
Rule 14a-6(e)(2))
[_] Definitive Proxy Statement
[X] Definitive Additional Materials
[_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12
CHANTAL PHARMACEUTICAL CORPORATION
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(Name of Registrant as Specified In Its Charter)
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Notes:
FROM: MARTIN E. JANIS & COMPANY, INC. CONTACT: Bev Iedynak
PUBLIC RELATIONS 312-943-1100
919 North Michigan Avenue
Chicago, IL 60611
FOR: CHANTAL PHARMACEUTICAL CORPORATION
FOR IMMEDIATE RELEASE
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CHANTAL PHARMACEUTICAL CORPORATION FILES SUIT
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AGAINST DISSIDENT SHAREHOLDERS, ACCUSING THEM OF VIOLATING
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SECURITIES LAWS, RENEGING ON AGREEMENT TO SUPPORT
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THE NEW BOARD OF DIRECTORS AND ACCUSING PAUL LOCIGNO OF
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HAVING DEFRAUDED THE COMPANY IN CONNECTION WITH
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ASIAN DISTRIBUTION AGREEMENTS
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New York, N.Y., June 19, 1997 -- Chantal Pharmaceutical Corporation
(NASDAQ:CHTL) announced that it has filed a complaint in the United States
District Court, Southern District of New York against all of the shareholders
who had on June 11, 1997 filed a Schedule 13D with the Securities and Exchange
Commission and Rollins International, ManAssist International Co. (a Rollins
International affiliate) and Lamont Asset Management, SA. The Complaint alleges
that the Schedule 13D is false and misleading, that the defendants have violated
the Federal Securities laws relating to solicitation of Proxies, that Paul
Locigno, a central figure in the Schedule 13D filing, through Rollins and
ManAssist had arranged for a secret commission on the Company's Asian product
sales, the Peter Ting and Donald Wright (also central figures on the Schedule
13D) had disseminated false information about the Company, to drive the stock
down and thereby facilitate a takeover of the Company.
The suit also alleges that the defendants were misleading the public in using
the name and reputation of Georgette Mosbacher by floating the suggestion that
she would become the Chief Executive Officer of Chantal Pharmaceutical
Corporation in the event their takeover efforts were successful. While the
Schedule 13D filing notes that no agreement had been reached with Mosbacher to
that effect, the Company alleges that Mosbacher has refused to become an
executive of the Company through an acrimonious fight among shareholders, and
therefore her name should not have been used at all. The suit alleges that Ting
and Wright spread false information about the Company in an effort to drive
stock down to $1.00, both to create stock trading profit opportunities, and to
make it easier to unseat the Company's management.
Page 2
The Company had recently announced the addition of Polly Bergen as Chief
Operating Officer, Joseph DeKama as Executive Vice President directing the
Company's marketing and distribution, and the addition of five new directors.
The suit alleges that the election of the additional directors, and the
appointment of Ms. Bergen and Mr. DeKama, occurred following an agreement with
the defendant shareholders, by which the defendants agreed to support the
re-election of management if those additions were made, and the termination of
the Company's U.S. distributorship agreement accelerated. The Company alleges
that the defendant shareholders, after having obtained the agreed to results,
reneged on their agreement.
The Company's annual meeting will be held on July 17, 1997 in Los Angeles. Polly
Bergen, the Company's Chief Operating Officer, today stated that she is proud to
be part of the enhanced management team, is confident of the Company's future,
and believes it unlikely that the Company's shareholder body will support the
dissident group. "The dissident group contains people who have irresponsibly
harmed this Company and our shareholders will realize that this group should not
be trusted with the Company's management," she said.
Chantal Pharmaceutical Corporation and its marketing subsidiary, Chantal Skin
Care Corporation, have executive offices, telemarketing and warehouse facilities
in Los Angeles, with a laboratory in Kaiserslautern, Germany. In addition to
marketing the Chantal Ethocyn Skin Care line, the Company is engaged in the
research and development of products for androgen mediated disorders such as
acne, hirsutism, male pattern baldness, benign prostate hypertrophy and the
treatment of certain cancers.
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