Board Control Changes at Cyberonics

By: Ed Kensik

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The proxy fight for control of Cyberonics ended Monday, with the company capitulating to dissident shareholders who had campaigned to shake things up at the medical device manufacturer, the Houston Chronicle reported.

The Houston, TX-based company named a new chairman from the current board and replaced three board members with the dissidents’ choices.

This marks a turnaround from a week ago when Cyberonics urged shareholders to re-elect the company’s board members, including those who were replaced Monday.

Cyberonics said in a written statement that Hugh Morrison was appointed chairman of the board.

He said in a prepared statement that the board was “eager to begin working cooperatively with all our directors for the benefit of Cyberonics’ stockholders.”

Three names put forward by the dissident shareholders — Alfred Novak, Arthur Rosenthal and Jeffrey Schwarz — have been appointed to the board, Cyberonics said. It said Tony Coelho, Kevin Moore and Stanley Appel — whom the dissidents opposed for re-election at the company’s annual meeting this week — had resigned from the board.

Cyberonics declined to comment further.

Jeffrey Schwarz and Karen Finerman of Metropolitan Capital Advisors, a large shareholder that led the group pushing for change, the Committee for Concerned Cyberonics Shareholders, said in a prepared statement that they believe the Cyberonics board acted fairly and responsibly.

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