(Adds information from company beginning in the first paragraph
and updated stock price.)
DOW JONES NEWSWIRES
Amylin Pharmaceuticals Inc. (AMLN) said as many as two dissident
nominees have been elected to its board, giving something of a
victory to Eastbourne Capital Management and Carl Icahn, who have
been in a contentious dispute with Amylin management.
After Eastbourne said it claimed winning seats, Amylin said it
believes no more than two of the five dissident nominees, one
nominated by Eastbourne and one by Icahn, were elected to the
board.
IVS Associates Inc., the independent election inspector, is
expected to issue preliminary results of the vote early next
week.
Amylin also said Icahn's proposal to move the company's
incorporation to North Dakota from Delaware was defeated.
Amylin shares closed Wednesday at $11.68, up 5.6%. However, in
recent late trading, shares are down to $11.64. The stock price has
lost about two-thirds of its value since August.
Icahn has protested the steep drop in Amylin's share price that
began when news of patient deaths led the U.S. Food and Drug
Administration to start working with Amylin and marketing partner
Eli Lilly & Co. (LLY) to add stronger warnings about severe
pancreatitis to the label of diabetes-drug Byetta.
Amylin has said its board candidates are better suited to
exploit the potential of its proposed diabetes drug Exenatide LAR,
a new version of Byetta that would be taken once a week rather than
injected twice a day. Approval is being sought from the FDA for
Exenatide LAR, a potential blockbuster drug.
Icahn and Eastbourne, working separately, each nominated five
directors for Amylin's 12-member board earlier this year. Then,
fears that gaining a majority of the board would trigger a "poison
put" on some of the company's debt led both groups to support three
of Eastbourne's nominees and two of Icahn's.
The dissidents got strong support from well-known proxy advisory
firms, which hold a major influence on shareholders.
Before the meeting, the Icahn/Eastbourne slate also won the
backing of P. Schoenfeld & Associates, which owned 2.1 million
Amylin shares as of the end of the first quarter. The hedge-fund
company said Amylin has mismanaged cash flow and the marketing of
Byetta. It also took issue with the "poison put" provision in
Amylin's debt covenants that could force the company to immediately
pay off certain debt if a majority of Amylin's board is
replaced.
Last month, Amylin reported a narrower first-quarter loss as
revenue slid 1.8%. The company said it restructured its Byetta
operations with Lilly and amended their collaboration agreement to
require a one-year notice for termination without cause, up from
the previous six-month notice.
-By Kathy Shwiff, Dow Jones Newswires; 201-938-5975;
Kathy.Shwiff@dowjones.com