(c) On September 12, 2011, Mr. Zuerblis, age 53, was appointed Executive Vice President, Chief Financial Officer & Treasurer of the Company and will serve as principal financial officer of the Company.

Mr. Zuerblis served as Chief Financial Officer and Senior Vice President of ImClone Systems, which develops targeted biologic cancer treatments, from March 2008 through 2009. Prior to joining ImClone, Mr. Zuerblis served as Chief Financial Officer of Enzon Pharmaceuticals Inc., a biotechnology company, from 1994 through 2005, and Corporate Controller from 1991 through 1994. Mr. Zuerblis currently serves as a director on the board of Immunomedics Inc., a biopharmaceutical company, and sits on its Audit and Compensation Committees, and as a director of the board of Resverlogix Corporation, a biotechnology company, and is chair of its Audit Committee .

In connection with his joining the Company, Mr. Zuerblis and the Company entered into an employment agreement (the "Agreement"), which has an initial term of three years and, each anniversary thereafter, automatically renews for one additional year unless earlier terminated by the Company or Mr. Zuerblis. Under the Agreement, Mr. Zuerblis is entitled to receive the following:

        -                 an annual base salary in an amount established from time to time by the Board, but at no time less than an annualized rate of $375,000 per year;

        -                 participation in the Company's short-term incentive bonus program. The percentage of Mr. Zuerblis' base salary targeted as annual short-term incentive compensation will be 52.5% (the "Targeted Annual Bonus Award"). The amount of annual short-term incentive, if any, to be awarded to Mr. Zuerblis will be at the sole discretion of the Board or the Compensation and Human Resources Committee of the Board (the "Committee"), may be less or more than the Targeted Annual Bonus Award, and will be based on a number of factors set in advance by the Board or Committee for each calendar year, including the Company's performance and the Executive's individual performance;

        -                 participation in the Company's long-term incentive bonus program;

        -                 participation in any of the Company's qualified defined benefit and defined contribution retirement plans; and

        -                 such other benefits and perquisites as the Board or the Committee may determine from time to time to provide.

If, on or after the date of the announcement of a transaction that leads to a change of control of the Company and up to 12 months following the date of such change of control, Mr. Zuerblis' employment with the Company is terminated by the Company other than for cause, death or "disability" (as such term in defined in the Agreement) or by Mr. Zuerblis for good reason, Mr. Zuerblis will be entitled to receive, in lieu of all other benefits provided under the Agreement and along with certain other payments set forth in the Agreement, (i) one-and-one-half times Mr. Zuerblis' annual base salary established for the fiscal year in which the effective date of termination occurs, (ii) one-and-one-half times the Targeted Annual Bonus Award established for the fiscal year in which the effective date of termination occurs, and (iii) a continuation of the welfare benefits of heath care, life and accidental death and dismemberment and disability insurance coverage for two-and-one-half years. Further, in the event of a change of control of the Company during the term of the Agreement, all of Mr. Zuerblis' outstanding equity awards will become fully vested and exercisable and all restrictions on such awards shall immediately lapse, and Mr. Zuerblis will be entitled to receive a "success bonus" of between $0.8 million and $2.0 million, the actual amount to be based upon the date of a change of control of the Company and the price at which the Company's stock is sold in such transaction.

The Agreement contains non-competition and non-solicitation provisions that will restrict Mr. Zuerblis from soliciting any employee of the Company for a period of 12 months following his termination of employment for any reason, from engaging in activities competitive with the business of the Company, or soliciting any customer or client of the Company, for a period of six months following his termination of employment for any reason.

The foregoing summary of certain terms of the Agreement is qualified in its entirety by the text of the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K.