Vivus Holders Advised to Elect 3 First Manhattan Nominees

Vivus Inc.’s largest stockholder, First Manhattan Co., said three of the nine directors it nominated to the drugmaker’s board are being recommended for approval by proxy adviser Institutional Shareholder Services.

ISS advised investors to vote for Alex Denner, Michael Astrue and David Norton at Mountain View, California-based Vivus’s July 15 annual meeting. The “recommendation falls short of what Vivus’ stockholders need to fix the company: an immediate and complete change of leadership,” Sam Colin, senior managing partner at First Manhattan, said in a statement.

First Manhattan, which holds 9.9 percent of the outstanding stock, has criticized Vivus’s handling of its obesity drug, Qsymia, and said the board hasn’t acted independently. Vivus said today that another advisory firm, Glass Lewis, recommended shareholders reject First Manhattan’s slate of nominees to the board. Earlier this week, a third firm, Egan-Jones, recommended in favor of the dissidents.

“As recognized by both Glass Lewis and ISS, the Vivus board and management team have made substantial progress in laying the foundation for Qsymia and have a clear plan to build a successful brand,” Vivus said in its statement. “Vivus’s progress has not gone without notice.”

Vivus shares have sunk 53 percent since Qsymia was approved by the U.S. Food and Drug Administration in July 2012. The stock rose less than 1 percent to $12.38 at the close in New York.

Earlier this week, First Manhattan said Anthony Zook, a former AstraZeneca Plc executive, had agreed to serve as chief executive officer of Vivus if First Manhattan gained control of the board.

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