NEW YORK, Jan. 28 /PRNewswire/ -- Carl Icahn confirmed today that entities affiliated with him have given notice to Biogen Idec that they intend to nominate three persons at Biogen's forthcoming 2008 Annual Meeting of Stockholders to serve as directors of Biogen. Biogen currently has a staggered board of twelve directors, and there are four directorships up for election this year.
Mr. Icahn stated that "We are taking this action because we believe that Biogen's recent purported attempt to find a suitor was not conducted in a way to enhance the success of the endeavor. We believe that the process was flawed in a number of key respects and that the process was run to placate us and other large shareholders who we believe asked for Biogen to find a buyer.
"It has been reported in the press that Biogen refused to allow potential bidders to talk to Elan Pharmaceuticals, Biogen's partner on the key pharmaceutical product Tysabri. Elan has some change-of-control rights on Tysabri. Although Elan has indicated that they would not invoke change-of-control rights, obviously, any prospective bidder would want to talk to Elan directly about change-of-control issues as well as discuss the growth trajectory for Tysabri. Incredibly, Biogen prevented any bidder from talking to Elan about anything unless they made a 'binding proposal' as reported in the Financial Times on January 21, 2008."
Mr. Icahn also stated, "We also believe that the confidentiality agreement was so restrictive that certain potential bidders were not able to sign the agreement and therefore were not able to participate in the bidding."
Mr. Icahn also pointed out that after Biogen announced that it was
ending the sale process, Jim Mullen, CEO of Biogen, was quoted in the
Financial Times as saying that Biogen might make a large scale acquisition.
He is quoted as saying, "We could spend 10 billion dollars." Mr. Icahn
indicated that he is quite concerned and believes all Biogen sha
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