8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 14, 2011

Alimera Sciences, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	001-34703	20-0028718
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
6120 Windward Parkway, Suite 290, Alpharetta, Georgia		30005
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 678-990-5740

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 18, 2011, Alimera Sciences, Inc. (the “Company”) issued a press release announcing the resignation of Anders D. Hove from the Company’s Board of Directors (the “Board”) and the appointment of Glen Bradley to the Company’s Board.

(b) On April 14, 2011, Anders D. Hove, M.D., announced his intention to resign as a member of the Board of the Company, as a member of the Audit Committee and as a member of the Compensation Committee of the Board, effective as of April 18, 2011. Bryce Youngren, one of the Company’s current directors, has been appointed to serve as a member of the Compensation Committee following the effectiveness of Dr. Hove’s resignation.

(d) To fill the vacancy on the Board created by Dr. Hove’s resignation, and based upon the recommendation of the Board’s Nominating/Corporate Governance Committee, the Board elected Glen Bradley, age 68, to the Board as a Class II Director with his initial term expiring at the Company’s 2012 annual meeting of stockholders, effective immediately following Dr. Hove’s resignation. The Board also appointed Dr. Bradley to serve on the Audit Committee of the Board in replacement of Dr. Hove.

Glen Bradley, Ph.D., M.B.A., served as the Chief Executive Officer of CIBA Vision Corporation, the eye care unit of Novartis, A.G., or CIBA Vision, from 1990 to January 2003. Since 2003, Dr Bradley has acted as a consultant to various medical device and ophthalmic drug companies. Dr. Bradley served in the positions of President and CEO from 1986 to 1989 for CIBA Vision, the United States operations of the CIBA Vision Group. Prior to CIBA Vision, he served in senior management positions in the Agricultural, Plastics & Additives and Electronic Equipment Groups of CIBA-Geigy Corporation. Dr. Bradley has been Chairman of the Board of Directors at REFOCUS Group Inc., since March 2003. He serves as a Director of Intuity Medical, Inc. He has previously held board positions with Spectra Physics, Summit Technology, Biofisica, AerovectRx, e-Dr and Biocure. He served as Chairman of the Contact Lens Institute. Dr. Bradley holds a bachelor’s degree in chemical engineering from Mississippi State University, a Ph.D. in chemical engineering from Louisiana State University, an MBA in business and finance from the University of Connecticut and is a graduate of the Advanced Management Program at Harvard Business School.

In connection with his election to the Board, pursuant to the Company’s outside director compensation program, Dr. Bradley was granted an option to purchase 20,000 shares of the Company’s common stock at an exercise price of $7.97, the closing price per share of the common stock on April 18, 2011, the date on which he joined the Board. Such option will vest and become exercisable with respect to 25% of the option shares after one year of service on the Board and an additional 6.25% of the option shares for each subsequent three-month period thereafter, except that in the event of a change of control of the Company or if Dr. Bradley’s service terminates due to his death the option will accelerate and become immediately exercisable. Dr. Bradley will also receive a $20,000 annual retainer for his service on the Board and a $2,000 annual retainer for his service as a member of the Audit Committee of the Board. In addition, beginning in 2012, he will be eligible to receive, upon the conclusion of each annual meeting of stockholders, an option to purchase 7,500 shares of the Company’s common stock. The outside director compensation program is described in further detail in the Company’s Registration Statement on Form S-1, as amended (File No. 333-162782), which was declared effective by the Securities and Exchange Commission on April 21, 2010 (the “Registration Statement”).

Dr. Bradley and the Company will also enter into an indemnification agreement requiring the Company to indemnify him to the fullest extent permitted under Delaware law with respect to his service as a director. The indemnification agreement will be in the form entered into with the Company’s other directors and executive officers. This form is filed as Exhibit 10.1 to the Registration Statement.

The Board has determined that Dr. Bradley is an independent director for purposes of serving on the Audit Committee in accordance with applicable rules of the Securities and Exchange Commission and the Nasdaq Global Market.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.		Description
	99.1	Press Release of Alimera Sciences, Inc. dated April 18, 2011.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Alimera Sciences, Inc.
April 18, 2011	By:	/s/ RICHARD S. EISWIRTH, JR.
		Name: RICHARD S. EISWIRTH, JR.
		Title: Chief Operating Officer and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release of Alimera Sciences, Inc. dated April 18, 2011.

EX-99.1

For press inquiries:	For investor inquiries:
Katie Brazel, Fleishman-Hillard for Alimera Sciences 404-739-0150 katie.brazel@fleishman.com	John Mills, ICR for Alimera Sciences 310-954-1105 John.Mills@ICRINC.com

ALIMERA SCIENCES ADDS DR. GLEN BRADLEY
TO ITS BOARD OF DIRECTORS

ATLANTA, April 18, 2011 — Alimera Sciences, Inc. (NASDAQ: ALIM) (“Alimera”), a biopharmaceutical company that specializes in the research, development and commercialization of prescription ophthalmic pharmaceuticals, today announced that Dr. Glen Bradley has joined its Board of Directors and the Audit Committee of the Board. Dr. Bradley, a consultant and advisor for ophthalmic and non-ophthalmic medical device companies, replaces Dr. Anders D. Hove, who has resigned as a member of Alimera’s Board of Directors and also as a member of the Audit Committee and Compensation Committee of the Board, effective as of April 18, 2011. Bryce Youngren, a current member of Alimera’s Board, has replaced Dr. Hove as a member of the Compensation Committee of the Board.

A veteran of the eyecare industry, Dr. Bradley served as an executive officer of Novartis, AG of Basel, Switzerland from 1996 to 2003. In addition, he was the chief executive officer of CIBA Vision Group in Atlanta and Zurich from 1990 to 2003. Prior to this, he led CIBA Vision Corporation in Atlanta as president and chief executive officer from 1986-1989. Early in his career, Dr. Bradley worked for several different divisions of the CIBA-Geigy Corporation.

“We are honored to welcome such a respected industry leader to serve on our Board,” said Dan Myers, president and CEO of Alimera. “Dr. Bradley’s wealth of knowledge, experience, and financial expertise in the ophthalmic industry will be invaluable in helping to guide Alimera Sciences’ future growth and development strategies.”

Dr. Bradley earned a Bachelor of Science degree in chemical engineering from Mississippi State University, a Ph.D. in chemical engineering from Louisiana State University, an M.B.A. in business and finance from the University of Connecticut and is a graduate of the Advanced Management Program at Harvard Business School.

Dr. Anders D. Hove, a partner with Venrock Associates, a venture capital firm, resigned as a member of the Board after six years.

“Dr. Hove was an integral member of our Board at a critical time in the growth of the company, and we thank him for his service and dedication to Alimera Sciences,” said Myers.

About Alimera Sciences, Inc.

Alimera Sciences, Inc., based in Alpharetta, Georgia, is a biopharmaceutical company that specializes in the research, development and commercialization of prescription ophthalmic pharmaceuticals. Presently, Alimera is focused on diseases affecting the back of the eye, or retina. Its advanced product candidate, Iluvien®, is an intravitreal insert containing fluocinolone acetonide, a non-proprietary corticosteroid with demonstrated efficacy in the treatment of ocular disease. Iluvien is in development for the treatment of DME, a disease of the retina that affects individuals with diabetes and can lead to severe vision loss and blindness.

Forward Looking Statements

This press release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995, regarding, among other things, Alimera’s future results of operations and financial position, business strategy and plans and objectives of management for Alimera’s future operations. Words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “contemplate,” “predict,” “project,” “target,” “likely,” “potential,” “continue,” “will,” “would,” “should,” “could,” or the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The events and circumstances reflected in Alimera’s forward-looking statements may not occur and actual results could differ materially from those projected in its forward-looking statements. Meaningful factors which could cause actual results to differ include, but are not limited to, delay in or failure to obtain regulatory approval of Alimera’s product candidates, uncertainty as to Alimera’s ability to commercialize, and market acceptance of, its product candidates, the extent of government regulations, uncertainty as to relationship between the benefits of Alimera’s product candidates and the risks of their side-effect profiles, dependence on third-party manufacturers to manufacture Alimera’s product candidates in sufficient quantities and quality, uncertainty of clinical trial results, limited sales and marketing infrastructure, inability of Alimera’s outside sales force to successfully sell and market Iluvien® in the U.S. following regulatory approval and Alimera’s ability to operate its business in compliance with the covenants and restrictions that it is subject to under its credit facility, as well as other factors discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Alimera’s annual report on Form 10-K for the year ended December 31, 2010, which is on file with the Securities and Exchange Commission (SEC) and available on the SEC’s website at www.sec.gov. In addition to the risks described above and in Alimera’s Annual Report on Form 10-K, other unknown or unpredictable factors also could affect Alimera’s results. There can be no assurance that the actual results or developments anticipated by Alimera will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Alimera. Therefore, no assurance can be given that the outcomes stated in such forward-looking statements and estimates will be achieved.

All forward-looking statements contained in this press release are expressly qualified by the cautionary statements contained or referred to herein. Alimera cautions investors not to rely too heavily on the forward-looking statements Alimera makes or that are made on its behalf. These forward-looking statements speak only as of the date of this press release (unless another date is indicated). Alimera undertakes no obligation, and specifically declines any obligation, to publicly update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.

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