EX-99 3 ex1sc13da3-viropharma.txt EXHIBIT 1 EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13D to which this Agreement is attached as an Exhibit (the "Schedule 13D"), and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of the undersigned. This Agreement may be executed in one or more counterparts. Dated: September 17, 2001 PSV, LP By: PSV GP, LLC, General Partner By: SFM Participation, L.P., Member By: SFM AH, Inc., General Partner By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Secretary PSV GP, LLC By: SFM Participation, L.P., Member By: SFM AH, Inc., General Partner By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Secretary PSV PARTNERS, LLC By: Rappahannock Investment Company, Managing Member By: /s/ Frank H. Pearl --------------------------------------- Name: Frank H. Pearl Title: Sole Shareholder 2 RAPPAHANNOCK INVESTMENT COMPANY By: /s/ Frank H. Pearl --------------------------------------- Name: Frank H. Pearl Title: Sole Shareholder MR. FRANK H. PEARL By: /s/ Frank H. Pearl --------------------------------------- Name: Frank H. Pearl SFM PARTICIPATION, L.P. By: SFM AH, Inc., General Partner By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Secretary SFM AH, INC. By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Secretary MR. GEORGE SOROS By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Attorney-in-fact SOROS FUND MANAGEMENT LLC By: /s/ Richard D. Holahan, Jr. --------------------------------------- Name: Richard D. Holahan, Jr. Title: Assistant General Counsel PERSEUS CAPITAL, LLC By: /s/ Kenneth M. Socha --------------------------------------- Name: Kenneth M. Socha Title: Executive Vice President PERSEUS MANAGEMENT, LLC By: /s/ Kenneth M. Socha --------------------------------------- Name: Kenneth M. Socha Title: Executive Vice President 3 PERSEUS, LLC By: /s/ Kenneth M. Socha --------------------------------------- Name: Kenneth M. Socha Title: Executive Vice President 4 ANNEX A EXECUTIVE OFFICERS OF PERSEUS CAPITAL, LLC
NAME/TITLE/CITIZENSHIP PRINCIPAL OCCUPATION BUSINESS ADDRESS ---------------------- -------------------- ---------------- Frank H. Pearl Executive officer of Perseus, 2099 Pennsylvania Avenue Chairman, President and Chief LLC and its related entities Suite 900 Executive Officer Washington, D.C. 20006-1813 United States Kenneth M. Socha Executive officer of Perseus, 2099 Pennsylvania Avenue Executive Vice President LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813 Rodd Macklin Executive officer of Perseus, 2099 Pennsylvania Avenue Secretary and Treasurer LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813
Except as otherwise disclosed elsewhere in this Schedule 13D, to the best of the Reporting Persons' knowledge: (a) None of the above persons hold any Common Stock or securities derivative thereof. (b) None of the above persons has any contracts, arrangements, understandings or relationships with respect to the Common Stock or securities derivative thereof. 6 ANNEX B EXECUTIVE OFFICERS OF PERSEUS MANAGEMENT, LLC
NAME/TITLE/CITIZENSHIP PRINCIPAL OCCUPATION BUSINESS ADDRESS ---------------------- --------------------- ---------------- Frank H. Pearl Executive officer of Perseus, 2099 Pennsylvania Avenue Chairman, President and Chief LLC and its related entities Suite 900 Executive Officer Washington, D.C. 20006-1813 United States Kenneth M. Socha Executive officer of Perseus, 2099 Pennsylvania Avenue Executive Vice President LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813 Rodd Macklin Executive officer of Perseus, 2099 Pennsylvania Avenue Secretary and Treasurer LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813
Except as otherwise disclosed elsewhere in this Schedule 13D, to the best of the Reporting Persons' knowledge: (a) None of the above persons hold any Common Stock or securities derivative thereof. (b) None of the above persons has any contracts, arrangements, understandings or relationships with respect to the Common Stock or securities derivative thereof. 7 ANNEX C EXECUTIVE OFFICERS OF PERSEUS, LLC
NAME/TITLE/CITIZENSHIP PRINCIPAL OCCUPATION BUSINESS ADDRESS ---------------------- --------------------- ---------------- Frank H. Pearl Executive officer of Perseus, 2099 Pennsylvania Avenue Chairman, President and Chief LLC and its related entities Suite 900 Executive Officer Washington, D.C. 20006-1813 United States Kenneth M. Socha Executive officer of Perseus, 2099 Pennsylvania Avenue Executive Vice President LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813 Rodd Macklin Executive officer of Perseus, 2099 Pennsylvania Avenue Secretary and Treasurer LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813
Except as otherwise disclosed elsewhere in this Schedule 13D, to the best of the Reporting Persons' knowledge: (a) None of the above persons hold any Common Stock or securities derivative thereof. (b) None of the above persons has any contracts, arrangements, understandings or relationships with respect to the Common Stock or securities derivative thereof. 8 ANNEX D EXECUTIVE OFFICERS OF RAPPAHANNOCK INVESTMENT COMPANY
NAME/TITLE/CITIZENSHIP PRINCIPAL OCCUPATION BUSINESS ADDRESS ---------------------- --------------------- ---------------- Frank H. Pearl Executive officer of Perseus, 2099 Pennsylvania Avenue Chairman LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813 Kenneth M. Socha Executive officer of Perseus, 2099 Pennsylvania Avenue Senior Vice President LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813 Rodd Macklin Executive officer of Perseus, 2099 Pennsylvania Avenue Controller and Secretary LLC and its related entities Suite 900 United States Washington, D.C. 20006-1813
Except as otherwise disclosed elsewhere in this Schedule 13D, to the best of the Reporting Persons' knowledge: (a) None of the above persons hold any Common Stock or securities derivative thereof. (b) None of the above persons has any contracts, arrangements, understandings or relationships with respect to the Common Stock or securities derivative thereof. 9 ANNEX E EXECUTIVE OFFICERS OF SFM AH, INC.
NAME/TITLE/CITIZENSHIP PRINCIPAL OCCUPATION BUSINESS ADDRESS ---------------------- --------------------- ---------------- Dan Eule Director of Tax of SFM LLC 888 Seventh Avenue President 33rd Floor United States New York, NY 10106 Sean Cullinan Chief Financial Officer of SFM 888 Seventh Avenue Vice President LLC 33rd Floor United States New York, NY 10106 Eve Mongiardo Chief Financial Officer of Soros 888 Seventh Avenue Treasurer Private Funds Management, LLC 33rd Floor United States New York, NY 10106 Richard D. Holahan Assistant General Counsel of SFM 888 Seventh Avenue Secretary LLC 33rd Floor United States New York, NY 10106
To the best of the Reporting Persons' knowledge: (a) None of the above persons hold any Common Stock or securities derivative thereof. (b) None of the above persons has any contracts, arrangements, understandings or relationships with respect to the Common Stock or securities derivative thereof.