Forest Laboratories, Inc. (NYSE: FRX) (“Forest”) today announced
that IVS Associates, Inc., the independent inspector of elections,
has certified the final voting results for the Company’s Annual
Meeting, which was held on August 18, 2011. The certified results,
which are consistent with the preliminary results announced on
August 22, 2011, confirm that each of the ten Company nominees was
elected to the Forest Board of Directors by a substantial margin.
Forest’s ten directors are: Nesli Basgoz, M.D.; Christopher J.
Coughlin; Dan L. Goldwasser; Kenneth E. Goodman; 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.
As previously disclosed, more than 226 million votes, or
approximately 98% of the votes cast in the election, were voted for
each of the six Forest nominees that had not been contested. The
four directors running for contested seats were also elected by
wide margins. Mr. Goodman and Mr. Solomon received more than 169
million and 165 million votes, respectively, and Messrs. Goldwasser
and Salans each received over 152 million votes for their
election.
In addition, the certified results confirm that Forest
shareholders approved the advisory vote on executive compensation,
supported an annual frequency for the advisory vote on executive
compensation, and ratified the appointment of BDO USA, LLP as the
Company’s independent registered public accountants.
Howard Solomon, Chairman and Chief Executive Officer of Forest,
stated, “On behalf of the entire Board, I wish to thank our
shareholders for their support. I look forward to working with the
highly qualified group of directors we have assembled to continue
building and delivering value for Forest’s shareholders.”
The certified results were as follows:
Election of Directors For
Withheld
Forest Nominees:
Howard Solomon 165,349,211 4,623,743 Nesli Basgoz,
M.D. 227,451,746 3,615,456 Christopher J. Coughlin 226,635,822
4,431,380 Dan L. Goldwasser 152,002,769 1,617,812 Kenneth E.
Goodman 169,301,063 671,891 Gerald M. Lieberman 227,425,851
3,641,351 Lawrence S. Olanoff 226,222,145 4,845,057 Lester B.
Salans 152,935,444 685,137 Brenton L. Saunders 227,430,702
3,636,500 Peter J. Zimetbaum 227,436,483 3,630,719
Icahn Nominees:
Alexander J. Denner 48,928,220 28,518,401 Richard
Mulligan 70,539,256 6,907,365 Lucian A. Bebchuk 42,126,141
1,968,107 Eric J. Ende 33,485,948 27,608,300
Advisory Vote on
Executive Compensation For Against
Abstain
170,391,984
59,879,803 795,426
Frequency of Advisory Vote on Executive
Compensation 1 Year 2 Years 3 years
Abstain 213,927,107 748,048 15,498,879 893,078
Auditor Ratification For Against
Abstain 229,586,578 1,466,628 629,430
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.
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