Vivus Names AstraZeneca Executive Anthony Nook As CEO After Proxy Settlement

(RTTNews) - Following a settlement reached on the proxy battle, biopharmaceutical company Vivus, Inc. (VVUS) on Monday appointed Michael Astrue to serve as its chairman and Anthony Zook to serve as its new chief executive officer, both effective today.

Vivus reached a settlement on Friday with its largest shareholder First Manhattan Co. or FMC, regarding their proxy contest related to the company's 2013 Annual Meeting of Stockholders.

The settlement saw five Vivus' current directors, Charles Casamento Ernest Mario, Linda Shortliffe, Peter Tam and CEO Leland Wilson, resigning from the board. The company's board was then expanded to 11 members from the previous 9.

Vivus then added six FMC nominees to fill the resulting vacancies. They are Michael James Astrue, Samuel Colin, Alexander Denner, Johannes Kastelein, David York Norton and Herman Rosenman.

Vivus agreed to nominate a total of 11 reconstituted nominees for election to the Board at the Annual Meeting, including the six FMC nominees and Zook, as well as Martin Carroll, Mark Logan, Jorge Plutzky and Robert Wilson from Vivus' slate.

The new Board and FMC will each recommend that the company's stockholders vote their shares in favor of the election of each of the members of the new Board.

Zook is now named to replace Wilson as CEO. Wilson has also agreed to serve in an advisory role to Vivus to ensure a seamless leadership transition. Zook is a former AstraZeneca Plc (AZN) executive. He has held various positions in AstraZeneca's sales and marketing organization in a career of 16 years, starting as vice-president of marketing and sales of Astra USA in 1997.

Zook was most recently the executive vice-president of AstraZeneca's global commercial organization from January 2010 to January 2013.

Meanwhile, Vivus went ahead with its scheduled annual meeting on Friday only to adjourn the meeting to a future date, which will be no later than 30 days from July 15, so as to provide shareholders with enough time to vote on the revised slate of director nominees. The date is yet to be announced.

First Manhattan, Vivus's largest shareholder with 9.9 percent of the outstanding stock, was seeking to take control of the company with its slate of nominees after Vivus' failure to find a partner to help sell its blockbuster obesity drug Qsymia.

Qsymia was approved by the U.S. Food and Drug Administration in mid-July 2012. It became only the second obesity drug to be approved by the FDA in thirteen years, and the first ever once daily combination treatment.

Qsymia, formerly known as Qnexa, has been approved for use in adults who are obese or overweight with at least one weight-related condition such as high blood pressure, type 2 diabetes, or high cholesterol.

VVUS closed Monday's regular trading session at $14.17, up $0.50 or 3.66% on a volume of 3.06 million shares.