UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities
Exchange Act of 1934
(Amendment No. )
Filed by the
Registrant
x
Filed by a party other than the
Registrant
o
Check the appropriate box:
o
Preliminary
Proxy Statement
o
Confidential,
for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
o
Definitive
Proxy Statement
x
Definitive
Additional Materials
o
Soliciting
Material Pursuant to
§ 240.14a-12
FOREST LABORATORIES, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy
Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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x
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No fee required.
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o
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Fee computed on table below per Exchange Act
Rules 14a-6(i)(1)
and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act
Rule 0-11
(set forth the amount on which the filing fee is calculated and
state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
o
Fee
paid previously with preliminary materials.
o
Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its
filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Research Analysts Respect Forest's Accomplishments
Icahn has endorsed a research analyst who is an outlier with a long-held, consistently
negative view of the Company. Most other Forest sell-side analysts disagree:
Corey Davis, Jefferies Research, 5/16/11: "Best late stage pipeline in all biopharma - 5 drugs launch in next 2 years all
with composition of matter patents. Will drive >30% EPS growth post F2013 trough."
Ian Sanderson, Cowen Research, 10/18/10: "We believe Forest now boasts the deepest late-stage new drug pipeline in
the specialty pharmaceuticals sector."
Chris Schott, JPMorgan Research, 6/3/11: "Following the approval of DALIRESP and the acquisition of VIIBRYD earlier
this year, and ahead of FDA filings for linaclotide and aclidinium, as well as several additional pipeline catalysts later this
year, Forest is actively transitioning beyond the legacy of LEXAPRO and NAMENDA franchises."
Catherine Arnold, Credit Suisse Research, 6/28/11: "A little bit goes a long way in the FRX P&L, the slightest increase in
sales, prompts a dramatic rise in EPS...Meaningful increases in commercial investments are not needed beyond base
costs, allowing for more positive contribution as sales rise."
John Boris, Citi Research, 7/6/10: "The research organization is leveraged through its ability and capacity to conduct
multiple rigorous clinical trials across a wide range of therapeutic areas, covering central nervous system,
cardiovascular, gastro intestinal, anti-infective, respiratory, rheumatology and endocrinology."
Annabel Samimy, Stifel Nicolaus, 4/19/11: "With five recent product approvals (BYSTOLIC, SAVELLA, TEFLARO,
DALIRESP and VIIBRYD) from five different FDA divisions, along with two NDAs (aclidinium, linaclotide) for CY2011 and
potentially two more for CY2012 (levomilnacipran, cariprazine), Forest's tuck-in licensing and acquisition activity over
the past six years to replace LEXAPRO (CY2012) and NAMENDA (CY2015) is now beginning to materialize."
Damien Conover, Morningstar Equity Research, 7/25/11: "Forest has a more than 30-year record of creating
shareholder value, largely through licensing drugs. Given this, we have confidence that the company will invest its cash
wisely. The company has committed to investing with a long-term view rather than appeasing impatient investors by
chasing high-priced deals that could boost short-term results but fail to create long-term value for shareholders."
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Important Additional Information
Forward Looking Information
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, changes in laws and regulations affecting the healthcare industry
and the risk factors listed from time to time in Forest Laboratories' Annual Reports on Form 10-K (including
the Annual Report on form 10-K for the fiscal year ended March 31, 2011), Quarterly Reports on Form 10-Q,
and any subsequent SEC filings.
Important Additional Information
Forest Laboratories, its directors, director nominees and certain of its executive officers may be deemed to be
participants in the solicitation of proxies from Forest shareholders in connection with the matters to be
considered at Forest Laboratories' 2011 Annual Meeting. On July 18, 2011, Forest Laboratories filed its
definitive proxy statement (as it may be amended, the "Proxy Statement") with the U.S. Securities and
Exchange Commission (the "SEC") in connection with such solicitation of proxies from Forest shareholders.
FOREST SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE PROXY STATEMENT AND
ACCOMPANYING PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION. Detailed information
regarding the identity of participants, and their direct or indirect interests, by security holdings or otherwise,
is set forth in the Proxy Statement, including Appendix B thereto. Shareholders can obtain the Proxy
Statement, any amendments or supplements to the Proxy Statement and other documents filed by Forest
Laboratories with the SEC for no charge at the SEC's website at www.sec.gov. Copies are also available at no
charge at Forest Laboratories' website at www.frx.com or by writing to Forest Laboratories at 909 Third
Avenue, New York, New York 10022.
This document contains quotes and excerpts from certain previously published material. Consent of the
author and publication has not been obtained to use the material as proxy soliciting material.
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