UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities
Exchange Act of 1934
(Amendment No. )
Filed by the
Registrant x
Filed by a party other than the
Registrant o
Check the appropriate box:
o Preliminary
Proxy Statement
o Confidential,
for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
o Definitive
Proxy Statement
x Definitive
Additional Materials
o Soliciting
Material Pursuant to
§ 240.14a-12
FOREST LABORATORIES, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy
Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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| x
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No fee required.
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| o
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Fee computed on table below per Exchange Act
Rules 14a-6(i)(1)
and 0-11.
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| (1) |
Title of each class of securities to which transaction applies:
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| (2) |
Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act
Rule 0-11
(set forth the amount on which the filing fee is calculated and
state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
o Fee
paid previously with preliminary materials.
o Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its
filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Shares Entitled to Vote at the 2011 Annual Meeting of Forest Laboratories, Inc.
Forest Laboratories, Inc. (the “Company”) has been advised that the
276,457,485 figure for the record date share count that had been previously reported by the
transfer agent and included in the proxy statement did not include in such aggregate number the
2,206,211 shares of unvested restricted stock granted pursuant to the Company’s 2007 Equity
Incentive Plan (the “Plan”) which were entitled to vote as of June 24, 2011, the record date for
the 2011 Annual Meeting, pursuant to the terms of the Plan and the restricted stock agreements.
All of such restricted shares were included in the Company’s
stocklist materials with respect to the 2011 Annual Meeting for the solicitation of proxies by the parties.
Accordingly, there were 278,663,696 shares of Forest Laboratories, Inc. common stock
outstanding and entitled to vote as of June 24, 2011, the record date for the 2011 Annual Meeting.
References to the record date count of shares entitled to vote at the 2011 Annual Meeting are
deemed updated by the foregoing.