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Wednesday, 01/28/2015 6:20:15 PM

Wednesday, January 28, 2015 6:20:15 PM

Post# of 499
AH SEC 424b5 Filing w/Cowen as sole underwriter (NO TERMS!)

Special Note: Altho I've never posted on this board, I've owned OMER since it was $4 April 2013.For credibility: I recall Greg our CEO giving the insurance proceeds of a patent infringement suit to OMER to induce short covering and giving OMER more mos before financing; Greg's building of his Mercer Island home pledging as collateral all his OMER shrs when the stock was in the single digits!

What I find especially interesting in a quick perusal of the above:

Despite having the below:

Outstanding Shares
The number of shares of our common stock to be outstanding immediately after this offering is based on 34,181,332 shares outstanding as of December 31, 2014, and excludes as of that date:
*8,364,469 shares of common stock issuable upon the exercise of outstanding stock options with a weighted-average exercise price of $7.52 per share;Why aren't holders exercising for OMER funding?That's $60 mln!
*551,435 shares of common stock issuable upon the exercise of outstanding warrants with a weighted-average exercise price of $25.06 per share; and
*238,836 shares of common stock available for future grants under our 2008 Equity Incentive Plan (which number increased to 1,948,109 on January 1, 2015 pursuant to the terms of the 2008 Equity Incentive Plan)



Most especially this:

We also are offering warrants at the same price of this offering to purchase up to shares of our common stock to certain investors whose purchase of shares of common stock in this offering would result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% of our outstanding common stock following the consummation of this offering. We refer to these warrants as pre-funded warrants.



I go with my instincts here vs any other inputs.
IF this pans out like profiled above, it would be foolhardy IMHO to sell given what Greg indicated in his last CC and having Baker Bros do the above will bring other biotec players into OMER.

From this last paragraph I have a strong hunch that it is Baker Bros based on their investment profile (not other institution IMHO fits this mosaic puzzle in canvassing the current list of institutional holders!). As of 3Q 2014 Baker Bros is the 6th largest institutional owner of 0.8K shrs. Assuming this a a 3 mln common shr + offering Baker Bros would take 1 mln shrs + 0.8K+ already, Baker Bros then would own in excess of 1.8mln shrs making Baker Bros the 2nd largest holder or maybe the largest expanding their $16 mln holding to $40 mln of a portfolio of $8BLN only their estimated 16th largest holding after the likes of: PCYC; GEVA; INCY; SGEN; ACAD etc.

One only needs to look at Baker Bros. unparalleled long term record as proven winners in solely dedicated BioTec investors space vs that of other portfolios that include either Big RX or other big cap tech established holdings like AAPL; ORCL etc to offset the beta in BioTechs.
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