Shareholders Elect Nine of Ten Company Nominees
Forest Announces Certified Annual Meeting Results
Forest Laboratories, Inc. (NYSE: FRX) ("Forest") today announced that IVS Associates, Inc. (“IVS”), the independent inspector of elections, has certified the final voting results for the Company's Annual Meeting, which was held on August 15, 2012. The certified results confirm that nine of the Company's ten director nominees were elected to the Forest Board of Directors. The IVS report has also confirmed that one of Carl Icahn's four nominees, Pierre Legault, has been elected to the Board.
Forest’s board will now consist of: Nesli Basgoz, M.D.; Christopher J. Coughlin; Kenneth E. Goodman; Pierre Legault; Gerald M. Lieberman; Lawrence S. Olanoff, M.D., Ph.D.; Lester B. Salans, M.D.; Brenton L. Saunders; Howard Solomon; and Peter J. Zimetbaum, M.D.
More than 192 million votes, or approximately 85% of the votes cast in the election and 72% of the shares outstanding as of the record date, were voted for each of the six uncontested nominees. With regard to the four contested seats, Dr. Olanoff and Mr. Goodman each received over 120 million votes, or approximately 54% and 53% of shares voted, respectively, and Dr. Salans received over 107 million votes, or approximately 48% of shares voted.
Icahn nominee Pierre Legault, who received approximately 114 million votes (approximately 50% of shares voted), was the only Icahn nominee to be elected to the Forest Board. Daniel Ninivaggi, the Icahn nominee with the second highest number of votes, trailed Dr. Salans by approximately 19 million votes. Eric Ende and Andrew Fromkin received approximately 49 million and 42 million votes, respectively. As of the 2012 Annual Meeting record date, the Icahn group held approximately 26.4 million Forest shares.
Howard Solomon, Chairman and Chief Executive Officer of Forest, said, “On behalf of the entire Board, I wish to thank our shareholders for their support in electing nine of our ten nominees. We welcome our new independent director, Pierre Legault, to our Board and look forward to working constructively with him. It is a critical time for Forest as we draw closer to the expected approval of linaclotide in September 2012 and continue to work diligently toward our planned NDA filings for levomilnacipran and cariprazine later this year. Forest has an extremely promising future and the Board looks forward to delivering strong sales growth and shareholder returns as we sustain the momentum we have behind our promising late-stage pipeline and product portfolio.”
The certified results were as follows:
Additionally, the certified results confirm that Forest shareholders approved the advisory vote on executive compensation, and ratified the appointment of BDO USA, LLP as the Company’s independent registered public accountant. IVS also confirms that shareholders rejected the “proxy access” stockholder proposal submitted by Mr. Kenneth Steiner.
Based on the inspector's report, shareholders representing more than 226 million shares, or 84.4% of the Company's issued and outstanding common stock as of the record date, were present at the meeting, either in person or by proxy.
Except for the historical information contained herein, this document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks and uncertainties, including the difficulty of predicting FDA approvals, the acceptance and demand for new pharmaceutical products, the impact of competitive products and pricing, the timely development and launch of new products, and the risk factors listed from time to time in Forest Laboratories’ Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and any subsequent SEC filings.
Forest Laboratories' (NYSE: FRX) longstanding global partnerships and track record developing and marketing pharmaceutical products in the United States have yielded its well-established central nervous system and cardiovascular franchises and innovations in anti-infective, respiratory, gastrointestinal and pain management medicine. Forest’s pipeline, the most robust in its history, includes product candidates in all stages of development across a wide range of therapeutic areas. The Company is headquartered in New York, NY. To learn more, visit .