Proxy Battle Heats Up As the World Turns, ICN-Style
Columbia Hospital Treats First Patient With Edwards’ Optimaze Ablation Method
HEALTHCARE
by Vita Reed
As May approaches, there’s no sign of abatement in proxy wars, part two, at Costa Mesa-based ICN Pharmaceuticals Inc.
Just a little more than a week ago, the drug maker unveiled its slate of directors to be voted on at its May 29 shareholder meeting,just after we went to print on our page 1 story about ICN’s brewing proxy battle.
ICN’s trio includes what some may consider a surprise,Richard Koppes, former general counsel at the California Public Employees Retirement System and now a Stanford Law School professor and a director of Lake Forest-based Apria Healthcare Group Inc.
Koppes is an eye-opener because he’s also nominated on an alternative slate proposed by dissenting shareholders, Franklin Mutual Advisers LLC of Short Hills, N.J. and Iridian Asset Management LLC of Westport, Conn.
Franklin and Iridian, which together own nearly 10% of ICN’s 83 million shares, are leading a proxy charge against the company’s management.
Franklin and Iridian contend, among other things, that ICN hasn’t moved fast enough to implement a restructuring plan, and that the role of Milan Panic, ICN’s founder, chairman and chief executive, is viewed negatively by current and potential investors in the drug maker.
Panic, who founded ICN with $200 in the early 1960s, always has held a tight grip on the company and has beat back several prior attempts to oust him. But last year ICN lost a proxy fight to a shareholder group that included New York-based Providence Capital Inc. and Special Situations Partners Inc., an investment fund controlled by Swiss financier Tito Tettamanti, a longtime critic of ICN’s restructuring plan.
Birch Bayh, a former U.S. senator and father of current Sen. Evan Bayh, D-Ind., and Abraham Cohen, a retired senior vice president of Merck & Co., are the other two candidates on ICN’s management slate.
Bayh, now a Washington, D.C., private practice lawyer, has served on the boards of ICN-affiliated companies since 1984. Cohen is a director of the Netherlands’ conglomerate Akzo Corp. and Tokyo’s Chugai Pharmaceutical Co.
After announcing his director slate, Panic took a swipe at Franklin and Iridian.
“We appreciate the suggestions made by others to include nominees from a shareholder slate,” he said. “In fact, we welcome such suggestions. Moreover, we do not believe it appropriate for any shareholder (including those who own less than 10% of our stock) to demand that we either nominate all of their nominees or reject them all. The directors selected by ICN’s independent nominating committee are quite simply the best candidates for the job.”
Edwards’ Milestone
Irvine-based Edwards Lifesciences Corp. said surgeons at Columbia Presbyterian Medical Center of New York-Presbyterian Hospital treated the first patient using the Optimaze surgical ablation system.
Edwards has the global distribution rights to Optimaze; Columbia is participating in a study to determine Optimaze’s effectiveness.
Optimaze was recently cleared by the Food and Drug Administration for cardiac tissue ablation,or removing damaged tissue.
Optimaze performs a modified Maze procedure, which is a surgical approach to treating atrial fibrillation, the most common cardiac arrhythmia. Optimaze was used at Columbia during a less-invasive surgical procedure in a patient who was undergoing heart valve repair.
“We completed the surgical ablation procedure in less than a third of the time required for the traditional Maze (surgery) approach and quickly achieved the desired result of returning the patient to normal sinus rhythm,” said Dr. Matthew Williams, who is overseeing the study.
Edwards said it expects to sell Optimaze in the U.S. and Europe in the fourth quarter. Norton, Mass.-based CardioFocus Inc. makes Optimaze.
Bits and Pieces:
Cooper Cos., Lake Forest, said its CooperSurgical women’s healthcare unit completed the acquisition of the bone densitometry business of White Plains, N.Y.-based Norland Medical Systems Inc., which renamed itself Orthometrix Inc. upon the sale. The densitometry products are used to evaluate osteoporosis. Cooper said it paid $3.5 million when the deal closed, and may pay extra amounts not to exceed a maximum of $12 million based on performance during the next three years … Cardiac Science Inc., Irvine, said it was granted two added U.S. patents and a European patent covering technology in its Powerheart automated external defibrillator, its Powerheart Cardiac Rhythm Module and a wearable defibrillator. Cardiac Science holds 64 issued patents … The Association of periOperative Registered Nurses held its annual convention last week at the Anaheim Convention Center. The meeting is the largest for perioperative, or operating room, nurses … Western Medical Center-Santa Ana celebrated its 100th anniversary last week. The hospital is one of 10 general acute care OC facilities owned by Santa Barbara-based Tenet Healthcare Corp.
