Free Declaration in Support - District Court of California - California

Case 4:07-cv-04972-CW

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Filed 03/07/2008

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1 MICHAEL L. CHARLSON (Bar No. 122125)
LAURENCE A. WEISS (Bar No. 164638)

2 ALEXANDER M.R. LYON (Bar No. 211274)
HELLER EHRMAN LLP

3 275 Middlefield Road
Menlo Park, California 94025-3506

4 Telephone: (650) 324-7000
Facsimile: (650) 324-0638

5 [email protected]
[email protected]

6 [email protected] 7 Attorneys for Defendants
THRESHOLD PHARMACEUTICALS, INC.,

8 HAROLD E. "BARRY" SELICK
and JANET I. SWEARSON

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UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF CALIFORNIA OAKLAND DIVISION ) ) ) Plaintiff, ) ) v. ) ) THRESHOLD PHARMACEUTICALS, INC., ) HAROLD E. "BARRY" SELICK and JANET I. ) SWEARSON ) ) Defendants. ) __________________________________________ ) RAYNOLD L. GILBERT, On Behalf of Himself ) and All Others Similarly Situated, ) ) Plaintiff, ) ) v. ) ) THRESHOLD PHARMACEUTICALS, INC., ) HAROLD E. "BARRY" SELICK and JANET I. ) SWEARSON ) ) Defendants. ) Case No.: 4:07-CV-04972-CW CLASS ACTION DECLARATION OF ALEXANDER M.R. LYON IN SUPPORT OF DEFENDANTS' MOTION TO DISMISS PLAINTIFFS' CONSOLIDATED AMENDED CLASS ACTION COMPLAINT FOR VIOLATION OF THE FEDERAL SECURITIES LAWS Hearing Date: Hearing Time: Place: Judge: June 12, 2008 2:00 p.m. Courtroom 2, 4th Floor Hon. Claudia Wilken

JERRY TWINDE, On Behalf of Himself and All 14 Others Similarly Situated,

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DECLARATION OF ALEXANDER M.R. LYON CASE NO. 4:07-CV-04972-CW

Case 4:07-cv-04972-CW

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1 I, Alexander M.R. Lyon, declare as follows: 2
I am an attorney licensed to practice in the State of California. I am an associate at the law

3 firm of Heller Ehrman LLP, counsel for defendants Threshold Pharmaceuticals, Inc. ("Threshold"), 4 Harold E. Selick, and Janet I. Swearson in these consolidated actions. I have personal knowledge 5 of the facts set forth herein, and if called upon to do so, I could and would testify competently 6 thereto. 7
1. Attached hereto as Exhibit A is a true and correct copy of the registration statement

8 for Threshold's February 2005 initial public offering, filed with the Securities and Exchange 9 Commission ("SEC") on February 3, 2005. 10
2. Attached hereto as Exhibit B is a true and correct copy of an Initial Statement of

11 Beneficial Ownership of Securities (Form 3) filed with the SEC on February 3, 2005, on behalf of 12 Harold E. Selick. 13
3. Attached hereto as Exhibit C is a true and correct copy of a May 19, 2005, press

14 release issued by Threshold. 15
4. Attached hereto as Exhibit D is a true and correct copy of an article reporting the

16 results of a study of TH-070 conducted in Bari, Italy, entitled Clinical Evidence Supporting the 17 Role of Lonidamine for the Treatment of BPH, by P. Ditonno, M.D., et al., published in Reviews in 18 Urology, Vol. 7, Suppl. 7, 2005. 19
5. Attached hereto as Exhibit E is a true and correct copy of an August 18, 2005, press

20 release issued by Threshold. 21
6. Attached hereto as Exhibit F is a true and correct copy of a September 20, 2005,

22 analyst report issued by Fortis Bank. 23
7. Attached hereto as Exhibit G is a true and correct copy of the registration statement

24 for Threshold's October 2005 follow-on offering, filed with the SEC on October 3, 2005. 25
8. Attached hereto as Exhibit H is a true and correct copy of an audio recording of a

26 March 1, 2006 investor conference call hosted by Threshold. 27
9. Attached hereto as Exhibit I is a true and correct copy of a certified transcription of

28 the audio recording attached as Exhibit H. 2
DECLARATION OF ALEXANDER M.R. LYON CASE NO. 4:07-CV-04972-CW

Case 4:07-cv-04972-CW

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1

10.

Attached hereto as Exhibit J is a true and correct copy of a Statement of Changes in

2 Beneficial Ownership of Securities (Form 4) filed with the SEC on March 20, 2006, on behalf of 3 Michael Powell in connection with a sale of stock by Sofinnova Venture Partners V, L.P. 4
11. Attached hereto as Exhibit K is a true and correct copy of a May 11, 2006 press

5 release issued by Threshold. 6
12. Attached hereto as Exhibit L is a true and correct copy of an audio recording of a

7 May 11, 2006, investor conference call hosted by Threshold. 8
13. Attached hereto as Exhibit M is a true and correct copy of a certified transcription

9 of the audio recording attached as Exhibit L. 10
14. Attached hereto as Exhibit N is a true and correct copy of a July 17, 2006, press

11 release issued by Threshold. 12
I declare under penalty of perjury under the laws of the United States that the foregoing is

13 true and correct. Executed this 7th day of March, 2008, at Menlo Park, California. 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 3
DECLARATION OF ALEXANDER M.R. LYON CASE NO. 4:07-CV-04972-CW

By /s/Alexander M.R. Lyon ALEXANDER M.R. LYON