Pershing Square Activist Presentation Deck
Allergan's Special Meeting Provision Provides a
Heavily Restricted Right (Cont.)
To frustrate shareholder action, Allergan designed unnecessary
restrictions to calling a special meeting
► Allergan's special meeting timing restrictions effectively limit the special
meeting window to only one meeting per year within a narrow three and a
half-month period
May 7:
■ Allergan's board can delay a special meeting by up to 120 days from the date
requested
Illustrative Timeline:
Solicitation period;
a. Late May-
No requests are allowed from 90 days prior to the anniversary of the previous
AGM until the adjournment of the next AGM
b. Mid June-
a.~2 weeks for SEC
clearance
b. -4 weeks for proxy
solicitation
Jun Jul
Assumes request is
made the first day
after the AGM
Management can delay
up to 120 days
Aug Sep Oct
Mid October
-3.5 months
Special meeting window
Nov
14
Dec
Jan
Early February
Feb
90-days prior to
anniversary of AGM
Apr May
Mar
May 6:
▸ Anniversary of
previous AGMView entire presentation