defa14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities
Exchange Act of 1934
(Amendment No. )
Filed by the
Registrant x
Filed by a party other than the
Registrant o
Check the appropriate box:
o Preliminary
Proxy Statement
o Confidential,
for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
o Definitive
Proxy Statement
x Definitive
Additional Materials
o Soliciting
Material Pursuant to
§ 240.14a-12
FOREST LABORATORIES, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy
Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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x
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No fee required.
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o
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Fee computed on table below per Exchange Act
Rules 14a-6(i)(1)
and 0-11.
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(1) |
Title of each class of securities to which transaction applies:
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(2) |
Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act
Rule 0-11
(set forth the amount on which the filing fee is calculated and
state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
o Fee
paid previously with preliminary materials.
o Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its
filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
FOREST LABORATORIES FILES INVESTOR PRESENTATION
Demonstrates Track Record of Driving Strong Financial Performance and
Delivering Shareholder Value
Outlines History of Operational Success, Efficient Deployment of Capital,
and Promising Product Pipeline
Recommends Shareholders Vote the WHITE Proxy Card FOR ALL Forest Nominees
NEW YORK, July 29, 2011 Forest Laboratories, Inc. (NYSE: FRX) (Forest) has filed a
presentation with the Securities and Exchange Commission (SEC) in connection with the Companys
Annual Meeting of Shareholders to be held on August 18, 2011. The presentation is available at
www.FRX2011annualmeeting.com and on the SECs website, www.sec.gov.
The presentation outlines important facts for shareholders to consider in connection with the
upcoming director elections at the Annual Meeting, including the following:
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Forest has a longstanding track record of delivering strong top-line and bottom-line
financial performance and superior value for shareholders, including share appreciation
that has exceeded the S&P 500 and the AMEX Pharmaceutical Index (DRG) over both short and
long time periods. |
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The Company has a history of operational and commercial successes and has successfully
managed loss of exclusivity cycles. Forest efficiently deploys capital and has maintained
a disciplined R&D effort that has led to the development of one of the deepest and most
promising product portfolios in the industry, including a total of nine new products which
have been launched or are expected to be launched by 2013. |
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Forests slate of 10 director nominees has a combination
of complementary skill sets, including senior executive experience in the
healthcare and financial services industries, as well as legal and
compliance expertise, which sets them apart from Mr. Icahns four
nominees. Forests nominees are committed to serving in the best
interests of all Forest shareholders.
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Forest also has filed with the SEC several letters of support from industry partners and trade
associations, including Ironwood Pharmaceuticals, Merz, Almirall, PhRMA and the U.S. Chamber
Institute for Legal Reform. The letters are available at www.FRX2011annualmeeting.com
and on the SECs website, www.sec.gov.
Forest urges shareholders to vote the WHITE card they have received from Forest and to vote FOR
ALL 10 of Forests nominees to its Board of Directors. Shareholders can vote by telephone,
Internet or by signing, dating and returning the Companys WHITE proxy card. Forest urges
shareholders NOT to sign any gold proxy card sent to them by the Icahn Group. Even a withhold vote
for Icahns nominees on a gold proxy card will cancel any previous proxy submitted by shareholders
that voted FOR ALL the Companys nominees.
Forward Looking Information
Except for the historical information contained herein, this document contains forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995. These
statements involve a number of risks and uncertainties, including the difficulty of predicting FDA
approvals, the acceptance
and demand for new pharmaceutical products, the impact of competitive products and pricing, the
timely development and launch of new products, changes in laws and regulations affecting the
healthcare industry and the risk factors listed from time to time in Forest Laboratories Annual
Reports on Form 10-K (including the Annual Report on Form 10-K for the fiscal year ended March 31,
2011), Quarterly Reports on Form 10-Q, and any subsequent SEC filings.
Important Additional Information
Forest Laboratories, its directors, director nominees and certain of its executive officers may be
deemed to be participants in the solicitation of proxies from Forest shareholders in connection
with the matters to be considered at Forest Laboratories 2011 Annual Meeting. On July 18, 2011,
Forest Laboratories filed its definitive proxy statement (as it may be amended, the Proxy
Statement) with the U.S. Securities and Exchange Commission (the SEC) in connection with such
solicitation of proxies from Forest shareholders. FOREST SHAREHOLDERS ARE STRONGLY ENCOURAGED TO
READ THE PROXY STATEMENT AND ACCOMPANYING PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION.
Detailed information regarding the identity of participants, and their direct or indirect
interests, by security holdings or otherwise, is set forth in the Proxy Statement, including
Appendix B thereto. Shareholders can obtain the Proxy Statement, any amendments or supplements to
the Proxy Statement and other documents filed by Forest Laboratories with the SEC for no charge at
the SECs website at www.sec.gov. Copies are also available at no charge at Forest Laboratories
website at www.frx.com or by writing to Forest Laboratories at 909 Third Avenue, New York, New York
10022.
This document refers to or contains certain previously published material. Consent of the author
and publication has not been obtained to use the material as proxy soliciting material.
If you have any questions, require assistance with voting your WHITE proxy card,
or need additional copies of the proxy materials, please contact:
105 Madison Avenue
New York, NY 10016
frxproxy@mackenziepartners.com
(212) 929-5500 (Call Collect)
Or
TOLL-FREE (800) 322-2885
SOURCE: Forest Laboratories, Inc.
Investor Contact:
Frank J. Murdolo
Vice President Investor Relations, Forest Laboratories, Inc.
1-212-224-6714
Frank.Murdolo@frx.com
Media Contacts:
Sard Verbinnen & Co
Hugh Burns/Renee Soto/Lesley Bogdanow
1-212-687-8080
Additional Investor Contacts:
MacKenzie Partners
Dan Burch
1-212-929-5748
Charlie Koons
1-212-929-5708
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