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four people for election to Biogen’s 13-member board. His nominees are Alex Denner, Richard Mulligan, Thomas Deuel, and David Sidransky. Denner and Mulligan were nominated last year, when Icahn came up short in his bid to gain a foothold on the board.
Icahn also has two other ideas for shareholders to consider. He wants shareholders to vote to reincorporate the company in North Dakota, which has corporate laws that make it easier for activist shareholders (like Icahn) to take control of corporate boards. The other is that he wants to freeze the board size at 13, and stop directors from making it larger, which would also make it harder for activists to take over.
Biogen has, for its part, come out with its own preliminary proxy statement which urges shareholders to ignore Icahn’s proposals, and his director nominees. The company has nominated its own slate of four directors for re-election: Lawrence Best, Alan Glassberg, Robert Pangia, and William Young. The annual meeting hasn’t yet been scheduled—last year’s was on June 19.
Plenty of room is left for both sides to maneuver and fire volleys at each other as the annual meeting approaches. But the facts that come out on Thursday, and the trends they highlight for Tysabri and the company’s other MS drug, Avonex, could go a long way toward determining whether a Big Pharma company decides the time is right to pay a fat premium to shareholders for the right to take over Biogen Idec.