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the IP will be weighed by the actual folks writing the check (if there is actual interest in writing a check) .... the importance of PS and the ability of pphm to protect their patents and how that impacts others from exploiting the PS approach will soon be vetted.... including the so called binding issues and offshoots of bavi..... PS may be a key pathway forward... the question is whether there are gates at the path and are there other paths to PS nirvana .... bottom line is that now is the time to find out... the ball will be in play... no more sitting on the bench... hopefully the viral IP is vetted as well.... exosomes, the full kit on display and volume discounts...
keep in mind the best deal out there may be "yeah we will commit $100 mil in taking it to the next step and if we succeed, you get a slice of the rainbow... i am hoping for more but right now the market gives the IP a big goose egg....
for the umpteenth time... the IP will be put in front of as many suitors there happens to be... if there is only one... bend over and hope for the best... if there are several suitors as we have been led to believe, shareholders will reap the benefits of the IP.
Remember the story on how they have been protecting shareholders all the while ripping us off. Would love to see consultant reports on options. Also the bod committee notes.... These guys are afraid of oversight.
Es has been cancer on the company imo
My response was to pw...sorry
just curious as to your thought process because it is not making sense to me... a shareholder that has invested substantial capital and sees a mismanaged company (not too hard to see) and proposes change and has searched and found viable candidates which are, in the opinion of Stafford, better qualified than the current crew and proposes shareholders look at his candidates and vote for them... shareholders still have the choice to vote for the current crew...
what were you expecting stafford to do? open up a phone book and randomly pick BOD candidates? ... you would expect stafford to nominate folks he has found.... now the nominating committee that has been paid about $2.5 mil over the last five years has a chance to nominate themselves which has been the case because they are so uniquely qualified or they can propose other candidates...
my bet says the market will be efficient once all the information becomes available... one way or another we are due for a BOD upgrade...
"The current BODs collectively cover much of the list."
??????????????????
last time i looked 8>3..... but i think the will do much better.... my guess is this goes to $600 mil plus mkt cap once the bums are removed... and a steady climb as the monetization plan is unfolded and avid expanded.... we will hear more details and accountability than the puzzle makers .... but the puzzle makers keep people intrigued... connect the dots....
hopefully they are all colluding on the same plan... increase shareholder value.... get the foxes removed from the hen house... monetize the IP and expand AVID .... once the cancer is removed, institutions will come in and capital raising, if needed will be much easier..... there is no good solution if any of the three clowns have anything to do with the company...
that has been put forth... we shall see what the menu looks like soon....
My source says all three are out the door.
Maybe DP can use his time at the meeting to shloop a sound system...
http://maxd.audio/advisors/david-h-pohl
maxd ... a change you can hear.... like them walking out the door at the ASM with shareholders singing... sha na na na hey hey hey goodbye...
you all can form an ES crew support club once they move on... and I'm sure they will make personal appearances where one can buy a "gaze" and you can even sign up for their monthly stipend plan... my souce says these guys are gone by the asm (if not sooner).....
maybe you can get them to do some sort of pledge of allegiance to the retail shareholder at the ASM...
just buy more shares than ronin. problem solved.eom
cj still rakes in $122k as of 2016 annual report from PTSC, a company trading at 1.1 cents a share... we are lucky to have ronin intervene .....
http://www.secinfo.com/dV3p8.w76h.htm#1stPage
yes and who created the special situation.... and what will happen to them?
classic example of pigs get fat and hogs get slaughtered... looks like the roundup for the slaughterhouse is beginning... and the hogs look to be cornered...
gonna buy me a nice spiral bound smoked ham as a celebration when these a-holes are gone
I think it is worse than just picking our wallets.... I had discussions with Thorpe on how the BOD was keeping institutional investors away which was causing a weak share price and dilution. The greed has set the tech back years as to where it should be and in several areas... such as viral. These guys are bad news IMO and opinion shared by one of the DS attorneys that works in this area of corporate bad boys.
And we will probably not see an improvement in SP until there is confirmation that these guys are out the door. And I hope clawbacks or option cancellations are in order. If they have consultant recommendations that were not followed and abused by a magnitude of ten, I can see another round of lawsuits or the new BOD cancelling the options and saying to the ES crew... go ahead and sue us.
DS hearing transcript excerpts.... from the Vice Chancellor Laster
Probably the kindest description of foxes in the hen house I have ever read... but's that why they go to Delaware...
From page 13
This is a case where the claims were
strong, at least as pled. The nominal defendant was
Peregrine Pharmaceuticals, a company that developed
drug treatments for cancer patients. It had a
four-member board -- one CEO and three outside
directors.
The three outside directors were on the
compensation committee. When they went about setting
the officers' pay, they used the help of an outside
compensation consultant. They looked at peer
companies, they determined the pay that they were
providing, and they pegged the compensation of the
officers to the 50th percentile. That seems like a
reasonable, understandable procedure.
But according to the complaint, what
did they do when they set their own compensation?
They used a different procedure. They simply looked
around and gave themselves what they thought and
deemed appropriate.
There was a 2011 stock incentive plan
that limited officers to 250,000 options per year. On
May 4, 2012, the outside directors granted the CEO
500,000 stock options, double the limit in the stock
incentive plan.
Later in 2012, the company had a
little bit of trouble with its main product, which was
a pharmaceutical prospect. It had poor results. The
stock price fell because there were problems with the
data. In December 2012, the board learned that the
data might be salvageable and could possibly be used.
At a time when the public did not know this
information, on December 27, 2012, the outside
directors granted themselves 250,000 stock options
each. They also granted 3,360,125 options to
Peregrine's officers and employees, including options
for 1 million shares to the six officers named as
defendants in this action.
Eleven days later, Peregrine announced
that the internal review had cleared the results of
the Phase 2 trial and Peregrine planned to move to
Phase 3 trials. Peregrine's stock rose from $1.35 per
share to $2.43 per share, so a little bit less than
double. The options were, therefore, immediately in
the money.
t's reasonably inferable from these
facts that the outside directors knew, at the time
they granted the options, that the market price was
not reflecting the fair market value of the stock,
because there was material nonpublic information that
the public had not received. This is as classic a
spring-loading situation as you can get.
So you've got one questionable
compensation decision, in terms of giving the CEO 2X
the limit in the stock option plan. You then have
what seems to be an extremely clean spring-loading
situation, where you grant, at market price, a lot of
options when you know the market price is undervaluing
the company because you have material nonpublic
information.
You then get to another instance of
the outside directors awarding themselves
compensation. You-all will recall the procedure that
the outside directors went through when setting
officer compensation. You-all also will recall that
they didn't do anything similar when setting their own
compensation. They just picked a number.
So then, in 2012, they decided to hire
a compensation consultant to look at their
compensation. That seems like a good idea: Why not
do for yourself the same thing that you're doing when
you're setting compensation for others. The
consultant came back and recommended that the outside
directors award themselves 20,000 options each. The
outside directors disregarded the consultant and,
instead, awarded themselves 232,000 options each.
That's an order of magnitude higher than what was
recommended.
Although the outside directors
continued to use a compensation consultant to set
officer pay, they never hired another compensation
consultant to set their own pay. It seems that
process was good enough when you were determining what
other people should get, but not when you're
determining what you yourself should get.
In 2012, the outside directors awarded
themselves $160,000 in cash plus $280,969 worth of
stock options. That total amount of compensation was
286 percent -- so nearly three times -- the mean
compensation for nonemployee directors at peer
companies. Recall the number they were using for
officer compensation. It was the 50th percentile. So
when you're dealing with officer compensation, you use
a third-party expert and you set it at the 50th
percentile of peer compensation. But when you're
doing your own compensation, you disregard the advice
of the third-party compensation consultant, give
yourself an order of magnitude more options than what
the compensation consultant recommends, and you end up
at nearly 300 percent of peer compensation.
In 2013, a similar thing happened.
The outside directors awarded themselves different
numbers of cash, but it was between $140,000 and
$200,000 each, plus option compensation worth
$322,000, roughly 316 percent of average peer
compensation.
and it keeps going, but you get the picture
Don't think it matters. His work is done. If and when the IP gets placed in more capable hands, the new group will have their own folks.
yes... they have been paid $2.5 mil over the last five yrs for work on the nominating committee... would love to see the work product and meeting notes of what, if anything, was accomplished...
what price one pays for a share has absolutely no relevance to what a share is worth in a competitive marketplace... sad but true...
It will be interesting to see what the nominating committee comes up with in the next few days. After all, collectively the committee has cost about $500k per year if one breaks down the committees on a per committee cost per year for outside directors. And these guys have been on the committee for about 12 years since DP joined in 2004. So just in the last 5 years the committee has cost $2.5 mil. Keep in mind they have crossed paths with Duke, UTSW, MSK as well as others. So they should have some contacts.
I have always stated they would have a tough time getting credible BOD members with such a shady reputation. Now I think I know why Garnick doesn't wave the PPHM flag very often in his CV. And if anyone reads the DS hearing transcripts, the judge doesn't seem to have a high opinion as to the moral compass the BOD seems to be navigating from. All IMO
totally disagree... the BOD needs to go ASAP...
bandera partners ... interesting player... like tappan ... special situation player...
New York-based Bandera Partners was founded by Greg Bylinsky and Jeff Gramm in 2006. Bandera Partners is a value-oriented hedge fund. Previously Bylinsky was a portfolio manager at Lime Capital Management, focusing on value investing and special situations. Between 1998 and 2000, he worked at Tower Research Capital. Bylinsky has a B.A. from Yale and a J.D. from Harvard Law (1994). After graduation Bylinsky practiced law for four years at Kaye Scholer LLP.
what is the special situation? a BOD shakeup... these guys are betting Ronin wins.. all imo
i expect more to follow.....
http://www.secinfo.com/ds498.k21m.d.htm
http://www.insidermonkey.com/hedge-fund/bandera+partners/284/
Page 19 from Columbia B School .... activist investing
All the more reason the IP needs to be in BP's hands now and not later. The good news is that the manufacturing of small batches will grow imo if personalized meds gain traction. And all the combo's that will need to be tested. This is no brainer territory. Ronin is spot on with strategy.
As for Dart... I can only speculate based on what a rational business person would do. If the choices are Ronin vs Current BOD, it is a no brainer. If a better choice (anything that includes current members of BOD is a bad choice IMO) becomes available, that could work as well particularly with the IP. Time is of the essence so hopefully the current BOD sees the writing on the wall and exits gracefully versus being thrown out along with the public humiliation that goes with it. Or are they that shameless?
agree and it would benefit everyone if the following were to occur:
Ronin Candidates in...
Old BOD out.... no way the cancer stays...
One or two qualified BOD members with no ties to old BOD and expertise in IP and how to monetize it are added ...
SK steps down as Pres and CEO and maybe plays role in IP transition... either his rolodex and relationships are of value or not... his deal making skills are not needed...
Institutions will jump in IMO... now it becomes a viable story with the right folks to deliver on it...
Start ups can do deals...
http://www.fiercebiotech.com/biotech/takeda-taps-texas-start-up-for-double-whammy-cancer-immunotherapies
One would think that getting past the safety hurdle would be a benefit assuming interest in the overall MOA and platform. I think we will hopefully see what the folks that will stroking the check think the value of the IP is actually worth. And now is as good a time to find out (should have been much earlier imo).
Surveillance, intel and communication will be key in the upcoming months. How is the battlefield shaping up? Will the incumbent's moat consisting of DE laws and questionable bylaws fend off a powerful raider that is hearing cries for help from inside Bavidland? "Help, Help, the King and his crew are taxing and pillaging their own people. Again"
Does the invader have enough allies and are they connected to the biotech world? Can they assemble the troops and convince the Bavidlandians that they are with them?
What does the current BOD offer other than the confidence and degree they can think they can impede the raiders and their plans to free the value components from tyranny?
What can the raider offer as a compromise? A seat at the table? For what? Knowing ES is not a qualification. The only things the occupants can offer is to give up the resistance. Sad but true. How about a "pardon" in that the raiders won't dig too deeply into the past and allow options to remain without clawbacks? If the raiders believe they have the upper hand, why not just immediate banishment from Bavidland? And perhaps one impaling just for show? PL or CJ gets my vote. Ok two impalings.
Is there another white knight and have alliances shifted with the possibility of a power shift?
Interesting times ahead. Given the actions to date, I would say the invader has a good chance of breaching the moat. The Kingdom appears to be running scared.
yes the benefits of owning a prop trading firm.... i hope they have the sleeper hold on it and it stays on until sk and crew are escorted from the premises with their belongings in cardboard boxes.... and we can hear PL giggle one more time on the wau out the door...
Capped at $400k per year... what a deal? They are really looking out for shareholders.
And my guess is that anyone sitting across the table in negotiations have hit the pause button. Why not wait and deal with professionals? I would.
I spoke w/ Tappan after their first buy in. They were waiting to see what Ronin was planning to do. After the Ronin letter, Tappan increased their position.
"I'm fine with Ronin unlocking the value sooner, as long as it is close to the "true" value and he doesn't sell cheap for the quick buck."
What do you think three years of massive dilution at share prices at pennies on the dollar have done? Not a "quick buck", just a slow death...
I would think it would be a material event given the settlement deals with ethics and that pphm agreed to adopt changes to their corp governance policy. It is certainly something one would not want to PR but it is an important milestone... just not a good one.
https://www.sec.gov/fast-answers/answersform8khtm.html
Item 5.05 Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics
and the compensation arrangements given the option prices have been reset..
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
She does not respond to me so maybe ask her to double check for the aforesaid reasons?
https://media2.mofo.com/documents/faq-form-8-k.pdf
http://westwickepartners.com/2014/10/form-8-k-and-press-releases-know-the-difference-when-you-disclose-news/
and that's why DP owns 286 shares... bingo...eom
i think dart is in and hopefully ready for some professionals to take the helm...
http://40act.com/laws-rules/other-laws-and-rules/securities-exchange-act-of-1934/rule-13d-2-filing-of-amendments-to-schedules-13d-or-13g/
yes but later...
in a nutshell.. all imo
ethically challenged vs ethically guided (as defined by me as in Breach of Fiduciary Duty lawsuit settlement)
no biotech experience vs lots of biotech experience
self dealers vs shareholder focused
no industry contacts vs many industry contacts
history of running companies into ground and sucking the last pennies out (example PTSC and current PPHM bod member) and history of creating value for shareholders
financial rewards based on self dealing no oversight BOD compensation vs financial rewards based on share performance
tough decisions ahead...
that's for just one year... he is on the na na na na na na you can't touch me annuity plan..