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To my knowledge, no documentation exists that the shareholders listed in the 13D Filing or the shareholder nominees have told lies. In fact, they have carefully followed the SEC guidelines for public statements. Once the SEC issues their approval of the Proxy Materials, I expect to hear more from the nominees themselves and/or representatives. IMO, If Baker Botts provides evidence that the company Lawsuit contains false information, which the company filed with the SEC, Pourhassan & friends are finished.
I appreciate that you will give your Proxy to the "company" nominees, that is your right as a shareholder. It is also my right and that of other shareholders to vote for other candidates. Let's have a fair election contest and may the best candidates win.
Yes, the company's confident that the Shareholder Nominees will stay invalidated, but they were also confident they would prevail in previous legal matters and that was not the case. All I want is a fair Proxy Contest. I will live with the result and support Leronlimab's development no matter who is in charge. That said, as I have said before, my Proxy will go to the Shareholder Nominees.
A fair election of Directors is in the best interest of all parties and implied by the corporate bylaws, without it, the legitimacy of the Board would be in question. No BOD would want that liability? IMO, a court will step in and require the company to validate the Stockholder Nominees. It is the right thing to do. The current BOD should follow the Bylaws which require shareholders vote for Directors, unless of course they fear they have little or no chance to win.
If Patterson can prove that it was Pourhassan and Kelly who initiated the idea for CYDY to acquire IncellDx, they are in a world of hurt, as it is clear that they promoted and/or supported a false narrative to turn shareholders against Dr. Patterson.
The Directors primary responsibilities are corporate governance and particularly looking out for shareholder interests by hiring, overseeing, and holding senior management accountable for executing the company's business plan. Obviously, Patel and Timmons are not aligned with the other directors and management.
Speculation is rampant on Social Media right now, but one thing is clear to me, it is driven by self interest. Regarding the BP, IncellDx and CytoDyn discussion, my guess is that there was an NDA between the parties and now that the company attorneys have publicly opined on those discussions, that confidentiality is now violated, freeing BP to share his side of the story. While I don't know whether my own speculation is on point, if there was an NDA, would not the party violating its provisions be liable for breaching said confidentiality. That said, in the interest of transparency I am a supporter of the activist candidates for the BOD. Some would say that my support is moot because the vote won't happen, however, if all it took was for a BOD and/or their attorneys to object to or invalidate alternative candidates, public company shareholders would be disenfranchised and powerless to vote their preferences. I don't think the system is supposed to work that way and so I think the proxy contest will take place. Then again, none of the above is based on any facts or specific knowledge of what actually occurred between the parties, so for better or worse "the cat is now out of the bag", we shall see which side is bettered.
Good questions, I will do my best to answer them.
1. I appreciate Naydenov purchasing shares, but do not think he brings the business acumen required of a truly independent Director. That said, my assessment could be wrong since I don't know much about him, other than what is in the bios provided by the company.
2. I have no knowledge of Paulson and Co activities, if any.
3. Agree, I think all of us are wanting to hear directly from the nominees ASAP.
4. I am not sure what you mean by "the epitome of the 98% of the retail holders", but I don't think Rosenbaum's experience is typical. For example, Rosenbaum's background includes being the Chairman of the Michigan House Judiciary committee, CEO & COB of a public company, and he currently serves on the council of trustees of a large medical center.
5. Beatty is not a nominee, so I am not sure why he would respond to inquiries.
Daemon57, I support three of the shareholder nominees (Rosenbaum, Patterson and Yeager) and I am agnostic about Errico and Staats pending learning more about them. Further, If they run, I am undecided about Timmons and Patel and want to hear from them directly before making a decision. I do not support Pourhassan, Kelly, and Naydenov. Now you can evaluate my posts through the lense of the above disclosure.
BTW, as far as I know the original 13D shareholders do not require reps, though the candidates themselves might appreciate them. That said, Okapi Partners and Gasthalter & Co., as noted on various filings, have been retained to provide additional information as requested. Perhaps they may know who is lurking.
Curious, do you think there are paid reps or agents supporting Pourhassan & Co. posting on MBs? If so, would you like to know who they are?
If I have learned one thing, it is always a good idea to check with my better half. Share the glory, share the grief. Best!
I suggest you do your own DD regarding the nominees. If you have an open mind, you might discover they are intelligent, thoughtful, and very caring people who want to represent and protect the interests of all shareholders. If after a thorough and fair assessment you find that not true, at least you can make an informed proxy decision.
Patterson, Rosenbaum, Yeager, Staats, and Errico, may be many things, but they are definitely not "noobs". As for the other shareholders who support these nominees, IMO, some are probably quite familiar with the proxy process and others not so much.
Do you mean the shareholders don't trust the five nominees? How do you know that? Did you take a valid and/or randomized poll? Truth is, we don't know whether shareholders trust the nominees or not, that we shall find out after the Proxy Process is completed and the vote taken. In any event, it would be quite a feat for a Board of Directors of a public company to "steal shareholders blind" given everything they do must be transparent and filed with the SEC.. True, Nader almost pulled it off, but the shareholder lawsuits and arbitration decisions forced him to return some of the shares he awarded himself. Oh yes, and the decisions not to honor legally binding contracts cost the company over $10MM in unnecessary expenses.
It's no longer about the 13D shareholders, that pony has left the corral. The nominees, should they become Directors, will be making all the decisions and they are obligated to do so, pursuant to their fiduciary responsibilities and judgement alone. How much shareholder input and influence is brought to bear on any given decision will differ as to issue. Variables will include individual Director inclination, importance of the action to be taken, as well as shareholder interest and assertiveness. But, and this is critical, all shareholders, whether originally part of group who filed Form 13D, have the right to petition, object, and/or support the Board, as they see fit. Should the Board not perform satisfactorily then I expect another group of activist shareholders will seek to boot them out at the next election cycle.
Nader's past and present performance and competence are being questioned and scrutinized, not his intentions. Posting unsubstantiated assertions of the intentions of a future Board of Directors, as if they are factual, is just plain rumor mongering.
Accusations, rumors, untruths, and innuendos are being posted about the intentions of the nominees of the activist investors. Prior to the proxy solicitation period, when candidates will be free to address and answer questions from shareholders, the best source of reliable information regarding the intentions of the nominees are the S.E.C. filings. As far as I know, any material actions, intentions, and/or financial considerations must be filed and become public record. If there is mention of an acquisition, I have not read it. If I am wrong, please provide documentation because I am certain we all would like to know.
That said, it is my understanding that acquiring another company, if it occurred, would have to be an "arms length" transaction and free of conflict of interest. No responsible Board of Directors of a public company in today's regulatory environment, would expose themselves to the liabilities associated with actions which benefitted one group of shareholders and not another. A Board must meet fiduciary standards or suffer the consequences. Witness recent CytoDyn's expensive and damaging lessons at the hands of the FDA and SEC, not to mention the $10MM costs of recent arbitration decisions.
Two more were added in a second filing.
I don't know about sandbaggers, but I believe the official number of members was 28 shareholders. Keep in mind that in any election not all those who support a particular candidate will be like minded on every issue. I am sure you can find folks supporting the eventual company nominees, as well as the alternative slate to represent a broad spectrum of shareholders. As I've said before, the nominees themselves will have to make their individual case for your proxy. Indicting any one of them for the perceived sins of a supporter is ridiculous and petty. That goes for nominees of the company, as well, who may be truly independent and not fans of Nader Pourhassan.
Check the original 13D Filing, all the names, addresses, and number of shares owned are listed. The nominees for the Board, their education, experience, and professional credentials are public record. Vote for them or not, but let's not repeat the crazy conspiracy narratives being floated by the misinformed and naive. That said, the debate should now be focused on the candidates themselves, as the 13D is not on the ballot. Personally, I am looking forward to learning who the company nominees will be, should be very interesting and perhaps a surprise.
Investor activism is a contemporary movement to provide shareholders an opportunity to hold entrenched management and directors accountable. Ken Squire’s opinion is filtered through the lense of the belief that activism is a healthy development for shareholders and is not a legitimate basis for discounting his viewpoints.
Tony C. Is not a candidate for the BOD. IMO, he has and will have no more or less a say then any other shareholder with the same number of shares. The attacks on Tony C. and anyone other then a nominee is irrelevant,
Why is "flipping", which I take to mean attempting to buy a stock low and sell it high, a bad thing? I thought the purpose of a public stock market was to provide an exchange for folks who are active traders to provide investor liquidity. I am not defending anyone's short term trading strategy or criticizing a buy and hold approach, personally I do both. Conflicting accusations, rumors and innuendos are being tossed about which will undoubtedly muddy the water for undecided shareholders. As the process continues, verifiable disclosures will yield transparency and shareholders should gain clarity for their proxy decisions. If you are not sure what to do, tune out the noise and read the filings carefully, make up your own mind.
Who ya' goin trust?
Rosenbaum or Pourhassan
Patterson or Kelly
Errico or ?
Staats or ?
Yeager or ?
Question marks because we don't know who the other nominees will be, though I am assuming that Pourhassan and Kelly will be on the Proxy Card.
The next CYDY BoDs, whoever they are, will have a huge challenge with recapitalization and assuring that the Clinical Research Process is on solid footing with the FDA. The Board will need the support of shareholders to stabilize the SP and secure the confidence of a legitimate sources of non-toxic financing. Let's keep this in mind as we move through the Proxy Solicitation Period in August and September.
Pestell and Tony are not nominees and are free to retire to Florida if they like.
The activist candidates will be free to share more once the SEC clears the Proxy Materials recently filed. Until then, they are limited as to making a case for their candidacy. BTW, we do not know who will be nominated from the current BOD, so we will have to wait until the Proxy Solicitation Period begins to learn more. Each candidate will have to stand scrutiny from all sides.
Who will be the CYDY nominees for the BOD? Will it include Jordan Naydenov, Alan Timmins, Gordan Gardiner and/or Samir Patel? Have shareholders ever heard a public word from any of these current Directors? On what basis would you justify giving them your proxy vote?
I ask these questions because the alternative nominees, Bruce Patterson, Thomas Errico, Paul Rosenbaum, Peter Staats, and Melissa Yeager are being intensely vetted on social media, which is the right thing to do. Similarly, it is entirely appropriate and necessary for shareholders to assess the fiduciary credentials of those already holding BOD seats (assuming they are nominated). That is being done, some would say ad nauseam, with regard to Nader Pourhassan and Scott Kelly.
So what's my point? When push comes to shove, we will have a choice among individual candidates, not "company" vs "activist shareholders". IMO, the best interests of shareholders will be served by a diverse BOD with complimentary experience, knowledge, skills, and judgement perspectives. Most importantly, all candidates, including the existing Directors, should be held to the same standard of scrutiny. If you read the recent 14A Filing you will notice that there is discussion of what may occur post election, if some, but not all, of their nominees win.
Evil, let's not jump the gun, this was a preliminary filing which requires SEC to review before Proxy Solicitation can commence. Once that occurs and the company files its Proxy Statement with its own nominees, the Proxy campaign will be officially on.
All, I recommend reading the research article linked below for understanding, evaluating, and comparing the SOC mTNBC treatment results vs non-treatment on OS and PFS.
https://www.futuremedicine.com/doi/10.2217/fon-2020-1021
The problem with the so called progress the company is making is that it is based on Nader's words not actual deeds. So many times in the past, we have heard reports and touts of impending success only to see them vaporize, never to be mentioned again. Pronouncements and plans always seemed to follow each disappointment with a new set of indications or geographical focus.
In the end, what matters is FDA approval, revenue, and/or support from legitimate financial institutions. Honestly, I had been a true believer in the Nader pipeline of hype for many years, but I no longer can accept what is happening under the current management. Shareholders should settle for nothing less than the responsible stewardship of Leronlimab.
I have read the Insiderfinancial piece, but, as in past articles they have released, this one is very one-sided as to the interpretation of events. I prefer articles without spin, but of course those are rare.
Good assessment JLA Ins. If Nader & co. gain a meaningful win such as EUA, BTD, and/or BLA submission prior to the Annual Meeting, it is likely the Company's slate of nominees will win. If not, the outcome will definitely be in doubt. Keep in mind, that those already nominated cannot solicit proxies, refute attacks, and/or promote their candidacy until the S.E.C. approves the proxy filing.
Therefore, IMO, shareholders should keep an open mind before assuming which of the potential Director nominees deserve their vote until the candidates can address concerns and make their case.
Thank you Learning53 for your kind comments. I try to share information that helps shareholders keep an open mind by distinguishing facts from opinion, For example, it is my opinion that Nader Pourhassan has obfuscated the truth and failed to be transparent with stakeholders of the company. The facts which support my opinion are that he publicly stated conflicting versions (obfuscation) of why the company received the RTF, which has never been released (transparency).
Of course, it is up to each shareholder to perform their own DD and search the public record to validate facts and/or assess opinions which are expressed on MBs and other Social Media platforms. That said, I am looking forward to learning who the company's nominees for the Board are, so that shareholders can make an informed choice. BTW, I do not assume that all the current Directors will be nominated, so right now we have only one potential slate of nominees to consider.
RTBhub, thanks for the shout out. One additional fact, which has not received enough air, is that the nominees already put forth are limited in what they can say until the Proxy Materials are approved by the S.E.C. Once the S.E.C. signs off, each candidate can make their case and defend themselves from the vicious attacks made on their character, intentions, knowledge, and achievements. Then, it's up to the shareholders to make an informed choice with their votes. Whatever the election outcome, I will continue to support the effort to gain Leronlimab FDA approval.
I don't, that is why I asked for corroboration of what I had read on another platform. She has been missing from the last two CCs though. Frankly, I hope she is still there because the company needs legal advice and counsel now more than ever.
Okay, I have to ask, why would they care to support the 13D Nominees if they weren't shareholders?
The other side was found to be correct and entitled to not only the 3.1mm shares, but nearly $8mm in damages and legal fees. BTW, I hate that it cost us precious capital we need for trials, personnel, and administrative expenses. You should be holding management accountable, not blaming others,
Why did she leave?
Recently posted on Reddit
"When a company's General Counsel "disappears" without explanation and apparently is erasing any connection with that company, you might ask yourself, why? Answer, perhaps because she recognized that her association with said company was incompatible with the ethics of her profession. The above is conjecture, but I think shareholders deserve an explanation from Cytodyn or Ms Colachis."
Can anyone add some facts surrounding Ms. Colachis's departure?
Leronlimab is the real deal and deserves exceptional stewardship. It may take longer than we would like, but I am confident that with competent management we will eventyally receive FDA approval. On many levels what has happened over the last few years is shameful.
All irrelevant to the fact that Nader & co. did not honor a binding contract. And, he/they thought they could get away with it. His arrogance, inexperience, and lackluster DD cost us millions of dollars unnecessarily.