November 14, 2006
A team of Willkie attorneys represented Third Point LLC in a settlement agreement with Nabi Biopharmaceuticals to end Third Point’s consent solicitation to remove a majority of Nabi’s directors and to call upon Nabi’s directors to fill the vacancies with individuals nominated by Third Point. Under the settlement, two of Third Point’s nominees were added to Nabi’s board, and the board formed a special committee to pursue strategic alternatives. The special committee consists of five directors, including the two Third Point nominees (one of whom will be chairman), one director designated by Nabi’s board, and two additional directors designated by Third Point’s nominees. Nabi will also reimburse up to $250,000 of Third Point’s consent solicitation costs.
This is the third successful proxy contest that Willkie has run for Third Point in the past year. The other contests were for representation on the boards of Ligand Pharmaceuticals, Inc., which also settled favorably to Third Point, and Massey Energy Company, which went to a stockholder meeting at which both of Third Point’s nominees were elected.
The Nabi Biopharmaceuticals consent solicitation was handled by partners Michael Schwartz and Tariq Mundiya and associates Matthew Guercio and Jeffrey Fang.
