* Glass Lewis recommends against voting for all 9 nominees:
* ISS says "minority change" in board is sufficient, backs 3
* Egan Jones backs all nominees: First Manhattan
July 5 Obesity drugmaker Vivus Inc and
its top investor, which has been seeking a shakeup of the
company's board, both claimed support from proxy advisory firms
ahead of a shareholder vote later this month.
Vivus said Glass Lewis rejected First Manhattan's slate of
directors, while the investor said Institutional Shareholder
Services (ISS) backed three of its nine nominees.
Vivus shares were down 2 percent at $12.07 in afternoon
trading on the Nasdaq.
First Manhattan's main point of criticism has been the
foundering sales of Vivus's diet drug Qsymia. The activist
investor, which owns about 9.9 percent of the company's shares,
has also proposed a new chief executive.
The investor has said that Vivus's board and management have
mishandled the launch of "the best obesity drug ever developed"
by not seeking the commercial muscle of a bigger pharmaceutical
company to address the large U.S. weight-loss market.
ISS said most of the changes needed at Vivus were "narrow
enough in scope that a minority change in the board should be
Glass Lewis advised shareholders not to vote for any of
First Manhattan's nominees as they were unlikely to bring about
a more favorable regulatory outcome, Vivus said in a statement
Egan Jones, another proxy advisory firm, backed all of its
nominees, First Manhattan said.
In a report dated July 3, ISS backed First Manhattan nominee
David Norton, former chairman of the global pharmaceuticals
division at Johnson & Johnson Inc, Michael Astrue, a
Medicare Trust Fund trustee, and Alex Denner, an industry
veteran and Vivus shareholder.
First Manhattan on Friday responded saying it believed ISS's
recommendations fell short of what Vivus stockholders needed to
do to "fix the company."
Vivus, in its defense, has maintained that a full overhaul
of its board and a new management would delay or jeopardize
discussions with potential commercial partners for Qsymia,
hindering the drug's success.
ISS called this a valid concern, saying that a full change
in control could raise the risk of unintended consequences and
The proxy firm said First Manhattan made a compelling case
in pushing for a change at Vivus, but remained tight-lipped
about the investor's proposed CEO candidate, former AstraZeneca
Plc senior executive Anthony Zook.
Egan Jones and Glass Lewis were not immediately available
Shareholders are slated to vote on First Manhattan's
proposals at Vivus's annual general meeting on July 15.