This Day On The Street
Continue to site
ADVERTISEMENT
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here

ISS And Egan Jones Recommend That Vivus Stockholders Vote For First Manhattan’s Nominees For Election To Vivus Board

First Manhattan Co. (“FMC”), an owner-managed and operated investment advisory firm and the owner of approximately 9.9 percent of the outstanding shares of VIVUS, Inc. (“Vivus”) (NASDAQ: VVUS), today announced that two leading proxy advisory firms, Institutional Shareholder Services Inc. ("ISS") and Egan Jones Proxy Services (“Egan Jones”) have recommended that Vivus stockholders vote for the election of FMC director nominees to the Vivus board of directors. Egan Jones recommends that stockholders vote for all nine of FMC’s nominees on the WHITE proxy card. ISS recommends a vote for three of FMC’s nominees on the WHITE proxy card. ISS recommends that stockholders do not vote Vivus’ gold proxy card.

In their reports both ISS and Egan Jones acknowledge the need for change at Vivus and recognize the value that FMC’s nominees will bring:
  • “The dissidents have also presented a strong slate of nominees, many of whom would significantly enhance the board’s ability to address these issues.” 1
  • “The dissidents' nominees appear highly qualified and we recommend a vote "FOR" this Proposal on the WHITE proxy card provided by the dissidents.” 2
  • “Given that results have been wildly incommensurate with either expectations or expense, the opacity of the rapidly increasing SG&A expense, and the ongoing lack of a meaningful partner and clear path to successful commercialization, the dissidents have made a compelling case that the board would benefit from some increased oversight of the recently remodeled launch as well as a greater investor perspective and focus on the board.” 1
  • “We are convinced that election of the dissidents's slate of nominees to the Company’s board of directors would work to the benefit of the shareholders, based upon the caliber of their experience and credentials.” 2
  • “The dissidents have made a compelling case that a change in the composition of the board is necessary, and have proposed a slate that includes several nominees—Denner, Astrue, and Norton—who appear to have the valuable commercial launch experience and investor perspective necessary to ensure appropriate board [oversight] during this critical phase of Qsymia’s commercialization. As such, we recommend that shareholders vote FOR dissident nominees Denner, Astrue, and Norton on the WHITE CARD.” 1
  • “We believe that under the current board and management, Qsymia’s (and therefore the Company's) potential has not been realized and that a change in the Company's leadership should lead to unlocking the potential value of Qsymia and also lead to increases shareholder value.” 2
  • “Our belief that the dissidents make a compelling argument that their plans will improve the Company’s financial performance, the Company's status in the biopharmaceutical industry, and lead to increases in shareholder value.” 2

ISS and Egan Jones agree with FMC’s criticisms of Vivus’ management and sitting board:
  • “…[Qsymia] was launched nearly a year ago, and is now a wasting asset in market without a partner to help commercialize it.” 1
  • “…the rapidly rising SG&A costs without corresponding revenue to support that level of spending are concerning, particularly as the company prepares to ratchet up spending even further with its retail launch in July and a direct-to-consumer advertising campaign.” 1
  • “[Vivus’] steps to date, however, have not translated into a meaningful level of sales [of Qsymia], nor is it clear—particularly looking at the size of the sales force, and the size of the physician group they will target, and the lack of a partner who could help accelerate sales quickly in a launch—that management has used its prep time well.” 1

First Manhattan believes that recent comments by Glass Lewis, a third proxy advisory firm, are a strong recognition of the need for change at Vivus. Glass Lewis states that Vivus’ significant stock price underperformance is a reasonable cause for shareholder concern. In addition, Glass Lewis states that Vivus’ initial stand-alone commercialization plan for Qsymia is ill advised and that it is unclear whether Vivus’ sudden shift to seeking a commercial partner would not have occurred without pressure from First Manhattan. First Manhattan believes that Glass Lewis’ recommendation of a withhold vote for two of Vivus’ nominees is a strong endorsement for a change in the Vivus board.

1 of 4

Check Out Our Best Services for Investors

Action Alerts PLUS

Portfolio Manager Jim Cramer and Director of Research Jack Mohr reveal their investment tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
Quant Ratings

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
Stocks Under $10

David Peltier uncovers low dollar stocks with serious upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
14-Days Free
Only $9.95
14-Days Free
Dividend Stock Advisor

David Peltier identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Updates with exact steps to take - BUY, HOLD, SELL
Trifecta Stocks

Every recommendation goes through 3 layers of intense scrutiny—quantitative, fundamental and technical analysis—to maximize profit potential and minimize risk.

Product Features:
  • Model Portfolio
  • Intra Day Trade alerts
  • Access to Quant Ratings
Options Profits

Our options trading pros provide over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.

Product Features:
  • Actionable options commentary and news
  • Real-time trading community
SYM TRADE IT LAST %CHG

Markets

Chart of I:DJI
DOW 17,689.86 -56.12 -0.32%
S&P 500 2,103.84 -4.79 -0.23%
NASDAQ 5,128.2810 -0.5040 -0.01%

Free Reports

Top Rated Stocks Top Rated Funds Top Rated ETFs