SAN DIEGO (AP) ¿ Amylin Pharmaceuticals Inc. named two new director nominees Monday as activist investor Carl Icahn and institutional investor Eastbourne Capital Management try to place their own slates of new members on the board. The biotechnology company nominated Paul N. Clark, former chairman and chief executive of Icos Corp., and Paulo F. Costa, former chairman and CEO of Novartis U.S. Both would be independent directors if elected at the upcoming annual meeting. Directors Howard E. Greene Jr. and Ginger L. Graham will not stand for re-election this year. Amylin shares fell 78 cents, or 6.5 percent, to $11.22 in afternoon trading. The stock has traded between $5.50 and $35 over the last 52 weeks. "Both Mr. Clark and Mr. Costa possess valuable commercial and operational expertise in the biopharmaceutical industry, which will serve to augment the strengths of the board," Amylin said in a statement. The move comes as Icahn attempts to replace five of the 12 board members with his own choices. He owns about 9.43 percent of the company's stock. It is similar to the power play he made before taking control of ImClone Systems Inc. in 2006 and his current and prior attempts to take over Biogen Idec Inc.
Meanwhile, Eastbourne Capital, which owns a 12.5 percent stake in Amylin, has said it would nominate a slate of five directors. Aside from the two new independent directors, Amylin said it will nominate the rest of its current board for re-election. "With their broad range of expertise, diverse perspectives, and in-depth knowledge of Amylin's business, these directors will continue to serve the best interests of all Amylin stockholders," the company said. Eastbourne Capital, in a separate statement Monday, put its support behind a lawsuit filed in Delaware by San Antonio Fire & Police Pension Fund, another shareholder. They are looking to invalidate a "poison pill" program and other arrangements by the company that make it difficult and costly for a hostile takeover. "Since this year there are two separate shareholder slates, the company's poison puts, unless they are neutralized, threaten to tilt the electoral playing field in favor of the incumbent board by effectively precluding not merely the election of a new majority on the board, which Eastbourne is not seeking, but, as a practical matter, the election of any shareholder-nominated directors at all," said Eastbourne founder and manager Rick Barry.
Amylin has been reeling from falling sales of its diabetes treatment Byetta, and shares are down about 57 percent over the past 52 weeks. The drug was linked to cases of acute pancreatitis in 2008, raising concern over the approval of the company's next-generation diabetes treatment exenatide LAR, which the company plans to seek in the second quarter. Byetta is a twice-daily injection while LAR would be injected once a week. Amylin and Eli Lilly & Co. are partners on the drug along with Alkermes Inc. Competition in the field is likely to get tight, with Novo Nordisk developing the once-daily drug liraglutide. Merck & Co. already sells Januvia and Bristol-Myers Squibb Co. and AstraZeneca have asked for FDA approval of saxagliptin. The FDA's outside panel of experts is scheduled to scrutinize safety data on saxagliptin on Wednesday after FDA staff said Monday that drug doesn't appear to raise heart risks. The agency has taken a stricter stance because of heart-related side effects seen in similar treatments. That review will take place Wednesday. On Thursday, a panel of experts will review Novo's liraglutide. Regulators are demanding more rigorous safety testing of diabetes drugs following a 2007 analysis suggested GlaxoSmithKline's blockbuster pill Avandia could increase heart risks.