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ICN Will Shrink Its Board as Part of Restructuring Agreement

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Costa Mesa drug maker ICN Pharmaceuticals Inc. said Thursday it plans to reduce its 14-member board by two seats, part of a restructuring negotiated previously with dissident shareholder groups. The company also scheduled its annual meeting for May 30.

Directors Thomas Lenagh, Andrei Kozyrev and Robert A. Smith will not stand for reelection. Lenagh and Kozyrev will join the board of ICN International, one of three separate units being created in ICN’s planned restructuring. Smith will become a director at another unit, Ribapharm Inc.

Charles T. Manatt, former U.S. ambassador to the Dominican Republic, is being nominated for a vacant board seat. He had served as an ICN director previously. Two other board members are standing for reelection: Kim Campbell, former prime minister of Canada, and Ray Irani, chief executive of Occidental Petroleum Co.

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Earlier this month, dissident shareholders led by Special Situations Partners Inc. submitted a slate of three directors opposing management’s nominees. The Cayman Islands investor has long been critical of ICN and Chairman Milan Panic for not moving faster to split up the company.

ICN shares closed Thursday at $25.13, up 15 cents in New York Stock Exchange trading. The stock has lost more than 18% of its value since January.

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