One of three things we needed to get this stock moving. Hopefully everyone supports throwing the bums out....
WaterMill Asset Management Corp. and Robert W. Postma (together, the “Participating Shareholders”, “we”, “our” or “us”), and the other participants named herein, beneficially own in the aggregate 7,173,650 shares of common stock, par value $0.001 per share (the “Common Stock”), of Ziopharm Oncology, Inc., a Delaware corporation (“Ziopharm”, “ZIOP” or the “Company”), representing approximately 3.3% of the outstanding shares of Common Stock. For the reasons set forth in the attached Consent Statement, we believe significant changes to the composition of the Board of Directors of the Company (the “Board”) is necessary to address the continued destruction of shareholder value at Ziopharm and to ensure that the Company is being run in a manner consistent with your best interests. We are therefore seeking to reconstitute the Board by removing Scott Braunstein, J. Kevin Buchi, Elan Z. Ezickson and Chairman Scott Tarriff from the Board, and electing our three highly-qualified nominees, Robert Postma, Jaime Vieser and Holger Weis (the “Nominees”).
We believe Ziopharm shareholders deserve an independent Board that will truly look out for shareholders’ best interests and ensure management accountability. We therefore feel compelled, on behalf of all shareholders, to take action to provide for a better future for all Ziopharm stakeholders and to restore the confidence in the Board that shareholders deserve. Accordingly, we urge you to join us in seeking to remove four current directors of Ziopharm, Scott Braunstein, J. Kevin Buchi, Elan Z. Ezickson and Chairman Scott Tarriff, and to elect our three highly-qualified Nominees, Robert Postma, Jaime Vieser and Holger Weis, who we believe have the experience and skillsets necessary to help drive value for Ziopharm shareholders. We are seeking the election of our three Nominees to fill the four potential vacancies that would occur as a result of our efforts to remove Messrs. Braunstein, Buchi, Ezickson and Tarriff. The Board is currently comprised of eight directors. We are not seeking removal of current directors Christopher Bowden, Laurence J.N. Cooper, Heidi Hagan, and James Huang.
We have identified these independent and highly-qualified Nominees with relevant experience and skillsets that we believe will better represent the shareholders, hold management accountable, and help guide the Company towards a path to success in the rapidly evolving field of immuno-oncology. We believe a reconstituted Board will put Ziopharm on the correct development trajectory, create business development deals, pursue financings that serves the best interest of shareholders, establish and adhere to best corporate governance practices and assure shareholders that the Board is operating with their best interests in mind. The shareholders of Ziopharm deserve a well-functioning Board that maintains a vested interest in the success of the Company. We believe our Nominees are fully committed to ensuring that the best interests of shareholders are properly prioritized. We are launching this consent solicitation because we believe that shareholders must act now to prevent the further destruction of value.
We urge you to carefully consider the information contained in the attached Consent Statement and then support our efforts by signing, dating and returning the enclosed WHITE consent card today. The attached Consent Statement and the enclosed WHITE consent card are first being furnished to the shareholders on or about October [__], 2020. We urge you not to sign any revocation of consent card that may be sent to you by Ziopharm. If you have done so, you may revoke that revocation of consent by delivering a later dated WHITE consent card to the Participating Shareholders, in care of Saratoga Proxy Consulting, LLC, which is assisting us, at the address listed on the following page, or to the principal executive offices of Ziopharm.
Thank you for your support,
/s/ Robert W. Postma
Robert W. Postma
WaterMill Asset Management Corp.