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Icahn Keeping Eye on MedImmune

He was prepared for a proxy fight if the company didn't seek a sale.

Corporate raider Carl Icahn revealed Monday that he had threatened



with a proxy fight unless the drugmaker put itself up for sale.

Last week, the Gaithersburg, Md.-based company hired an investment-banking firm to explore a sale. MedImmune cited interest from unnamed major pharmaceutical companies, as well as dissatisfaction from unnamed stockholders.

Icahn, who owns about 1.2% of MedImmune's shares, said he had planned to demand changes due to the company's "lackluster performance over the last four or five years." Previously, the most vocal proponent of a MedImmune sale was Matrix Asset Advisors, which owns less than 1%.

He said in a short statement that he would have nominated opposition candidates to challenge board members at MedImmune's annual meeting. Although MedImmune hasn't announced a date, the annual meeting usually takes places in mid-to-late May.

Because MedImmune is now considering a sale, Icahn said that "at the present time," he won't nominate candidates. However, he said he reserves the right to initiate a proxy fight if MedImmune doesn't sell itself.

MedImmune said last week that it won't comment on the matter until it has signed a deal or has decided to remain independent.

Shares of MedImmune were recently up 96 cents, or 2.2%, to $45.15 on volume that had already exceeded the average daily volume of 6.7 million shares for the last three months.

The stock is up 19% since its closing price on April 11, the day before MedImmune said it was examining a sale.