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Thanks very much!
Can't wait to see the terms......
You got it pretty much exactly right. Encouraging, just like with AVGN's largest holder. I think this is the new market dynamic- look for proxy fighting on many fronts for the next year or so.. I also recommend calling ACLS IR. Pretty confident bunch in a market such as it is. As always I appreciate your good DD!
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=6039742
One of the large holders is encouraging ACLS's CEO to consider selling parts of the company and to accept a [ perhaps] modified offer from Sumitomo along with some other cuts designed to streamline the company and perhaps justify a $3.00/share pps. Sterling Capital has aquired nearly 11 million shares for one of it's clients since October [ thus the large swings and block trades at closing]. Couple that with large insider buys and option excersises [ at .70 ]
http://www.secform4.com/insider-trading/1113232.htm
and even more large fund buying , ie FMR corp 14 million shares right before the insider option exercises.
http://www.mffais.com/acls.html
Fmr Corp Institution 2.22 % 2008-11-14 14,018,072 $7,289,397 $-1,401,807 -16.12 % New Holding 14,018,072
And you have what I consider a good possibilty of a nice price gain..... very soon, Ofcourse this market dictates all.
Very intersting and explains the wild price swings and big block 4:oopm trades.
Securities and Exchange Commission, Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
Axcelis Technologies Inc.
(Name of Issuer)
Common Stock ($.001 par value)
(Title of Class of Securities)
054540109
(CUSIP Number)
Kenneth R. Cotner
Sterling Capital Management LLC
4064 Colony Road, Suite 300
Charlotte, NC 28211
704-372-8670
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
December 22, 2008
(Date of Event Which Requires Filing of This Statement) (Title of Class of
Securities)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of ??240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box. X
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP No. 054540109
(1) Names of reporting persons.
Sterling Capital Management
42-1658828
(2) Check the appropriate box if a member of a group
(a)
(b)
(3) SEC use only
(4) Source of funds (see instructions)
OO. Funds of investment advisory clients.
(5) Check if disclosure of legal proceedings is required pursuant to Items 2(d)
or 2(e).
Not applicable.
(6) Citizenship or place of organization
North Carolina
Number of shares beneficially owned by each reporting person with:
(7) Sole voting power
10,999,509 shares
(8) Shared voting power
None
(9) Sole dispositive power
10,999,509 shares
(10) Shared dispositive power
None
(11) Aggregate amount beneficially owned by each reporting person
10,999,509 shares
(12) Check if the aggregate amount in Row (11) excludes certain shares
(see instructions).
Not applicable
(13) Percent of class represented by amount in Row (11)
10.7%
(14) Type of reporting person (see instructions)
IA
Item 1. Security and Issuer.
This Schedule 13D relates to the common stock, $.001 par value (the
"Securities"), of Axcelis Technologies Inc. (the "Issuer"). The principal
executive office of the Issuer is located at 108 Cherry Hill Drive;
Beverly, MA 01915.
Item 2. Identity and Background.
(a), (b), (c) and (f). This statement is being filed by Sterling Capital
Management LLC ("Sterling").
Sterling is an investment adviser registered with the Securities &
Exchange Commission under the Investment Advisers Act of 1940. The address
of its principal office is 4064 Colony Road, Suite 300, Charlotte, NC 28211.
Sterling serves as an investment adviser to individual and institutional
clients. The Securities of the Issuer reported in Item 5 were acquired on
behalf of the investment advisory clients of Sterling, under discretionary
authority granted to Sterling.
(d) and (e). None of the entities or persons identified in this Item 2
has during the past five years been convicted in any criminal proceeding, nor
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The respective investment advisory clients of Sterling used
approximately $49,308,289 in the aggregate to purchase the Securities
reported in this filing. All assets used to purchase Securities were assets
of these respective clients and none were assets of Sterling. In addition,
none of the proceeds used to purchase the Securities were provided through
borrowings of any nature.
Item 4. Purpose of Transaction.
We believe that Axcelis management is making good progress in addressing
the company's short term financing issues. Further, the recently announced
restructuring effort should assist the company in weathering an environment
of continued weak spending However, given the highly cyclical nature of the
semiconductor capital equipment market, it is imperative that management
actively explore all opportunities to better position Axcelis for long term
success and creation of shareholder value. As such, Sterling Capital has
communicated to management of Axcelis a concept of separating its systems
business from the more stable aftermarket business. In addition to
separating cyclical from non-cyclical businesses, this initiative would
allow for efficient utilization of the cash currently residing on SEN's
balance sheet and the tax benefits associated with extensive NOLs at Axcelis.
The Securities reported in this filing have been acquired for
investment purposes on behalf of client accounts over which Sterling has
discretionary investment authority.
In pursuing such investment purposes, Sterling may further purchase,
hold, vote, trade, dispose or otherwise deal in the Securities at times, and
in such manner, as they deem advisable to benefit from changes in market
prices of such Securities, changes in the Issuer's operations, business
strategy or prospects, or from sale or merger of the Issuer. To evaluate
such alternatives, Sterling will routinely monitor the Issuer's operations,
prospects, business development, management, competitive and strategic
matters, capital structure, and prevailing market conditions, as well as
alternative investment opportunities and other investment considerations.
Consistent with its investment research methods and evaluation criteria,
Sterling may discuss such matters with management or directors of the Issuer,
other shareholders, industry analysts, existing or potential strategic
partners or competitors, investment and financing professionals, sources of
credit and other investors. Such factors and discussions may materially
affect, and result in, Sterling modifying its clients' ownership of the
Securities, exchanging information with the Issuer pursuant to appropriate
confidentiality or similar agreements, proposing changes in the Issuer's
operations, governance or capitalization, or in proposing one or more of the
other actions described in subsections (a) through (j) of Item 4 of Schedule
13D.
Transactions shown below primarily resulted from cash flows within client
portfolios. Generally, Sterling responds to such flows by executing
transactions to maintain holdings at approximately the same percentages
of the portfolio as prior to the cash flow.
Sterling reserves the right to formulate other plans and/or make other
proposals, and take such actions with respect to their investment in the
Issuer, including any or all of the actions set forth in paragraphs (a)
through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) and (b). The aggregate number and percentage of Securities to
which this Schedule 13D relates is 10,999,509 shares of the common stock of
the Issuer, constituting approximately 10.7% of the 103,049,301 shares
outstanding.
(c). The following transactions in the Issuer's Securities were
effected by Sterling during the sixty days preceding the date of this report.
On certain days, multiple transactions may have been executed at different
times. The data below include the total shares and average price for all buy
or sell transactions effected for each day. All such transactions represent
open market transactions.
TransactionTrade DateSharesAverage Price
Buy 10/23/200893,600$0.52
Buy 10/24/200835,300$0.49
Buy 11/07/200828,700$0.74
Buy 11/10/2008255,147$0.69
Buy 11/11/200874,853$0.64
Buy 11/21/20084,750$0.53
Buy 11/25/2008170,400$0.50
Buy 11/26/2008203,200$0.52
Buy 11/28/200857,200$0.60
Buy 12/01/200890,462$0.55
Buy 12/02/2008111,200$0.54
Buy 12/03/200879,603$0.55
Buy 12/04/200885,860$0.55
Buy 12/09/20084,100$0.49
Buy 12/12/200872,100$0.46
Buy 12/15/2008112,000$0.49
Buy 12/16/2008198,900$0.53
Buy 12/17/2008179,400$0.64
Buy 12/18/2008202,100$0.57
Buy 12/19/200878,700$0.64
Sell 11/04/20088,250$0.51
Sell 11/05/2008338,600$0.48
Sell 11/10/2008343,000$0.65
Sell 11/11/2008237,400$0.62
Sell 11/14/20081,800$0.63
Sell 11/19/20081,500$0.68
Sell 11/24/20081,400$0.54
Sell 11/28/20082,345$0.57
Sell 12/08/20082,500$0.45
Sell 12/10/20087,950$0.45
Sell 12/17/20085,450$0.56
Sell 12/18/200818,400$0.55
Sell 12/19/20082,250$0.58
(d). The investment advisory clients of Sterling have the sole right
to receive and, subject to notice, to withdraw the proceeds from the sale of
the Securities. Such clients may also terminate the investment advisory
agreements without penalty upon appropriate notice.
(e). Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
The powers of disposition with respect to Securities owned by
discretionary accounts of Sterling are established in written investment
advisory agreements between clients and Sterling, which are entered into in
the normal and usual course of the business of Sterling as a registered
investment adviser and which are generally applicable to all securities
purchased for the benefit of each such discretionary account. There are no
special or different agreements relating to the Securities of the Issuer.
The written investment advisory agreements with clients do not contain
provisions relating to borrowing of funds to finance the acquisition of the
Securities, acquisition of control, transfer of securities, joint ventures,
or any of the other transactions listed in the instructions to Item 7 of
Schedule 13D other than voting of proxies. In connection with voting,
Sterling may be allowed or directed to vote the proxies received by
discretionary accounts.
Signature.
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: December 22, 2008
STERLING CAPITAL MANAGEMENT LLC
By /s/ Brian R. Walton
______________________________________
Brian R. Walton
Managing Director
--------------------------------------------------------------------------------
December 15, 2008
Ms. Mary Puma
Chairman and CEO
Axcelis Technologies, Inc.
108 Cherry Hill Drive
Beverly, MA 01915-1053
Dear Mary,
These are certainly unprecedented times which we all are trying to navigate
through. We appreciate the focus and effort the entire team at Axcelis has
demonstrated during the current environment. However, given the challenges
facing the company, we would strongly encourage Axcelis to embrace an
altered strategy which would produce both immediate and long term value for
all constituents.
The initiative described below attempts to utilize all of the many
resources and assets that Axcelis claims which clearly are not being
recognized by the public markets. Further, we believe that the ultimate
corporate structure it defines provides a more appropriate division between
cyclical and stable businesses.
Please consider:
oIn March of 2008 SHI made an offer to purchase all of Axcelis'
outstanding shares for $6 per share or approximately $618 million dollars.
Combined with debt on the balance sheet of Axcelis the total offer equated
to $700 million. Through direct conversations with SHI and public
documents it was clear that the motive behind this transaction was to
consolidate the ion implant business of both Axcelis and SEN. Such a
combination would yield significant cost synergies as well as enhanced
product offerings.
The plan outlined below would allow SHI to achieve their initial goal,
resolve short and long term financial challenges at Axcelis, and
importantly create significant value for shareholders.
oAxcelis sells its implant/ dry strip systems business along with its
50% interest in SEN to SHI for $136 million. This figure approximates the
book value of the SEN investment on Axcelis' balance sheet. Importantly,
such a price tag would require minimal net cash outlays by SHI as this
transaction would give them immediate access to the entire $140 million of
net cash currently on the books at SEN. SHI would have the ability to merge
these operations and garner the synergies available.
oAxcelis Corporation would become solely focused on the aftermarket
business which would include exclusive rights for SEN/Axcelis legacy
accounts. The aftermarket business generates approximately $120 million in
annual revenue and claims gross margins in excess of 50%. If properly sized
such a business should be able to produce operating margins near the 20% level.
oAxcelis would retain existing NOLs which total $150 million and could
then be applied to the operating profits generated by the aftermarket business.
These NOLs could be fully utilized as no change of control event would be
triggered.
oAfter repayment of the $85 million of debt the newly restructured
Axcelis would have net cash of approximately $100 million. Given the low
capital intensity of the aftermarket business and its relative stability, at
least $50 million of this cash could be used for share repurchases. Assuming
an average repurchase price of $1.50 per share Axcelis could retire 33 million
shares.
oThe new Axcelis would have approximately 70 million shares outstanding
(after repurchases) and be generating $0.30 in eps. Applying a 10X multiple
on this business would equate to a stock price of $3 per share. Revenue and
earnings could grow at the new Axcelis as the market rebounded and SEN proved
successful expanding its market share.
oThe new Axcelis would have additional assets including net cash of $50
million and an unencumbered headquarters/ property which was recently appraised
at almost $60 million.
Clearly, the above scenario is very different than the outcome we had all hoped
for just a few months ago. However, there is no question that the world has
changed and that looking forward and embracing the altered landscape is a
prerequisite for future success. We hope that the Board might give full
consideration to our proposal and we look forward to continuing to work with you
in moving Axcelis forward.
Sincerely,
STERLING CAPITAL MANAGEMENT LLC
Brian R. Walton, CFA
Managing Director
cc: Mr. Stephen Hardis
We believe our strong balance sheet provides shareholders with an opportunity for an attractive return on their investment. We recognize that the distribution of cash is one option.
ALAMEDA, Calif., Dec. 22, 2008 (GLOBE NEWSWIRE) -- Avigen, Inc. (NasdaqGM:AVGN - News), a biopharmaceutical company, today announced that its Board of Directors and Management issued the following comments in a letter to shareholders regarding the company's strategic plans and posted it on its website.
ADVERTISEMENT
December 22, 2008
Dear Avigen Shareholders:
As Avigen stands at a crossroads, we are writing to provide you with an overview of the steps we took prior to the disappointing outcome of our recent clinical trial of AV650, our progress since then, and our strategies to create value for shareholders in 2009.
A Conservative Approach
Avigen will begin 2009 with top-line cash of more than $56 million. This is largely the result of our fiscally conservative actions prior to October -- and before we completed our AV650 Phase 2b trial. The data, as we now know, was disappointing, despite the early promise of AV650.
We have a strong cash position today, in part because our trial was well executed and completed in a timely and cost-effective manner. In addition to conserving our cash, the current management was careful to maintain a small infrastructure, avoid long-term liabilities and debt, and rejected the use of financing instruments that might have put Avigen's capital at risk or dilute its shareholders. We believe this responsible approach has positioned us to take orderly and careful steps to create value, despite the trial results.
Executing a Plan to Preserve Cash
Following the release of the AV650 data in October, Avigen's Management and Board took decisive steps to protect the company's assets.
We quickly articulated a plan to significantly reduce costs, monetize current assets, and assess our strategic options. As part of this strategic restructuring, we:
-- Immediately terminated all contracts with our partner Sanochemia
to avoid future financial obligations;
-- Immediately, and in compliance with applicable laws and
regulations, terminated all AV650 clinical trials;
-- Expanded our efforts to partner AV411 and deferred Phase 2
development in neuropathic pain;
-- Reduced headcount by 70% and shut down non-core lab and animal
facilities, retaining only the staff we believe we need to execute
our plan to deliver value to shareholders; and,
-- Monetized an early stage asset, AV513, adding $7 million to our
cash reserves.
While we are fortunate to maintain a strong balance sheet, we also recognize that our low stock price relative to our cash position made us potentially vulnerable to hostile offers that may not fairly value the company. As a precaution, Avigen instituted a shareholder rights plan intended to discourage abusive and coercive takeover tactics that could result in a rapid, forced sale of the company for an unfairly low price. This plan is designed to increase the likelihood that, in the event of a sale of the company, the Board would have the opportunity and time to negotiate on behalf of all shareholders to help ensure that the true value of the company's assets accrues to its shareholders.
Opportunities for Shareholders
We believe our strong balance sheet provides shareholders with an opportunity for an attractive return on their investment. We recognize that the distribution of cash is one option. Any decision, however, must responsibly weigh this choice against the value that Management's unique know-how and proven track record could garner from monetizing the remaining company assets, selling the company, or pursuing acquisition opportunities -- any one of which could result in returns that exceed the current liquidation value.
To that end, over the next year, Avigen's Board intends to focus on two key objectives -- monetizing the AV411 asset and assessing merger and acquisition opportunities.
-- Monetizing the AV411 Asset. AV411 and its analogs are novel,
first-in-class, non-opioid drugs for the treatment of several
large disease indications including pain and drug addiction.
AV411 is currently in a National Institute on Drug Abuse-funded
Phase 1b/2a trial, and the program is fully enabled under current
U.S. Food and Drug Administration standards to enter Phase 2
development in pain.
-- Assessing Potential M&A Opportunities. We believe current
economic conditions may create strategic opportunities for Avigen
shareholders to realize attractive returns. We have assessed the
recent transactions proposed by our peers and believe our
criteria fundamentally differ. If, at any point during the
review, it becomes evident to our Board of Directors that a
favorable M&A transaction meeting our strict standards is
unlikely, we intend to reconsider all other strategic options.
Our Pledge to Shareholders
Avigen's Board and Management intend to continue to be good stewards of shareholder assets. Since the announcement of our AV650 trial results on October 21, 2008, Avigen's Board of Directors and Management have acted swiftly and decisively to preserve cash. We believe the value of Avigen's remaining assets is significant and the potential for a strategic merger worthy of consideration. Whatever the outcome, we intend to apply the same financial judgment used in the past to decisions going forward. In the meantime, Avigen intends to provide its shareholders with regular updates and to continue to work with all its shareholders in a thoughtful, collaborative and respectful manner.
Respectfully,
Signed for the Board of Directors:
Zola Horovitz, Ph.D. as Chairman of the Board
Kenneth G. Chahine, Ph.D., J.D. as Chief Executive Officer
The Avigen, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=2981
The statements in this letter regarding Avigen's cash at the end of 2008, Avigen's potential to create shareholder value, Avigen's staff is sufficient to execute on Avigen's plan to deliver shareholder value, the benefits that may result from a potential merger or acquisition transaction, Avigen's anticipated focus for the next year, the actions that Avigen intends to take if a favorable transaction is unlikely, and the other actions that Avigen intends to take over the next year, are forward looking statements that are subject to risks and uncertainties. Actual results may differ materially due to numerous risks, including: potential partners or other entities may not value AV411 as much as Avigen does; potential strategic transactions may not be available on terms favorable to Avigen; Avigen cannot guarantee that its remaining staff will remain with Avigen through 2009; and other risks and uncertainties relating to Avigen detailed in reports filed by Avigen with the Securities and Exchange Commission, including Avigen's Quarterly Report on Form 10-Q for the period ended September 30, 2008, under the caption ``Risks Related to Our Business'' in Item 2 of Part I of that report, which was filed with the SEC on November 10, 2008.
Contact:
Avigen, Inc.
Michael Coffee, Chief Business Officer
510-748-7376
ir@avigen.com
www.avigen.com
1301 Harbor Bay Parkway, Alameda, CA 94502
--------------------------------------------------------------------------------
Great volume, big after hours trades- Next week we all get our Christmas Bonus!
Dramamine anyone?
ACLS crazy trading last 3 days
Didn't shake me....
Wow, guess they got enough to fill someone--- what a bounce!
Similiar pattern as DVAX yesterday. Run it up and allow long suffering longs to bail, then churn for the better part of the day, then finally release the hounds couple hours b4 the close. Hopefully same deal here. I'm holding . [ sold 10k at .95 earlier]. Still have a bunch.
ugh, aparently not...
Here we go!???
Yep in a big way- tiny float- plus wait til rest of the world crunches the numbers here.. I'm hoping for a cash/divi payout here of $1/shr or more. Unless there is something more up their sleeve. You gotta be thrilled ! I've been holding around 3 months- And believe me that is hard to do in this market.
So far I've hit 2-2 now I think it's ACLS's turn.. Gotta be a buyout or re-fi b4 Jan.... Then I think SSCC goes [ It's still in heavy accumulation/distribution mode] When SSCC settles their strike and post their numbers should be another back over a buck overnight play.
Check out AVGN , similiar deal- now well over $2/shr cash on hand. Crazy days ! Sometimes it pays to buy and hold , even in this market.
Nice! Merry Christmas and all that I guess!!!
AVGN big news---
Holy Crap- DVAX now AVGN with huge news- If AVGN goes over $1.20/shr I'll be looking at back to back incredible days!
Too funny- these guys buy at $5.00/shr . sell at .25/shr and now are buying again-large at $1.00 plus.. nice trading! So I guess all things being equal [ly] screwy DVAX will now go to Deerfield's original buy price of $5.00/shr . How's that for logic?
Whooohooo!
Wow, Someone caught short? Still holding all mine from .19 err , well still holding most. Finally get rewarded for holding a stock...
He ,He, I hear that!
Big, interesting news today.
And the beat goes on.
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=6027147
CAML bucking the markets? Creeping up? Hmmmm
Board of Directors of Avigen, Inc.
Thursday December 11, 7:00 am ET
Urges Board to Take Immediate Action to Protect and Maximize Shareholder Value
CHICAGO, Dec. 11 /PRNewswire/ -- Biotechnology Value Fund, L.P., the owner, together with its affiliates, of nearly 29% of the outstanding shares of common stock of Avigen, Inc. (Nasdaq: AVGN - News) announced today that it had delivered a letter to Avigen's Board of Directors expressing its displeasure with Avigen's recent performance and continued destruction of shareholder value.
ADVERTISEMENT
The text of the letter from Biotechnology Value Fund to the Board of Directors of Avigen follows:
December 11, 2008
Board of Directors
Avigen, Inc.
1301 Harbor Bay Parkway
Alameda, California 94502
Members of the Board:
As you know, Biotechnology Value Fund, L.P., together with its affiliates, is the largest shareholder of Avigen, Inc. ("Avigen" or the "Company"), holding an ownership stake of approximately 29% of Avigen's outstanding common stock. We first became investors in Avigen in 2004 and have provided capital directly to the Company. We are writing to express our frustration with recent developments at Avigen, particularly with what we perceive to be this Board's self-serving actions and disregard of shareholder interests.
Since January 1, 2004, Avigen's stock price has fallen more than 90% and the Company has accumulated a deficit of more than $110 million. Presently, Avigen's stock trades at less than 1/3 of its net per share cash value, indicative of the investment community's conviction that Avigen's Board will destroy its remaining value. We have repeatedly reached out to the Company and have offered to work collaboratively to maximize shareholder value. The Company responded to our offers by unilaterally increasing and broadening management's "golden parachute" severance agreements and by unilaterally adopting a "poison pill."
The Board's increase and broadening of its "golden parachute" severance agreements with management, under the ridiculous justification that such payouts are necessary to "attract and retain key employees," is particularly outrageous given Avigen's current circumstances. Our analysis indicates that these payouts, which we believe would be triggered by most "change in control" scenarios, including a liquidation, total at least $3 million, an incredible 20% of the Company's entire market value. The recipients of these golden parachute arrangements include Avigen's CEO, Ken Chahine, who resides in Park City, Utah, while the Company is based in California. How can the Company justify such actions as necessary to "attract and retain key employees" when Avigen has no real business at this time and has abandoned the development of all its products? These hastily adopted severance arrangements need to be revoked.
In addition, we believe the Board's implementation of the "poison pill" serves no purpose other than to keep BVF from purchasing additional stock in the Company. We are concerned that management and Board members are more concerned with retaining their jobs and compensation than with maximizing shareholder value. As evidence, Avigen's stock price has fallen more than 20% since the adoption of the poison pill. We find the poison pill to be disrespectful and offensive, given our substantial ownership position and our long history with the Company. Nevertheless, our response was to offer a compromise proposal: modify the poison pill to allow anyone to acquire as much stock as they like, however, neutralize the voting power on all shares of Avigen stock above a specified threshold. We specifically offered to have any additional shares that we acquire to abstain from voting or to vote in proportion to all other outstanding shares. This offer was not accepted. The pill should be redeemed altogether.
The Board's recent actions reveal its true self-interest and leave us concerned that Avigen will indeed destroy and/or take all remaining value. Consequently, our primary issue has been and remains that Avigen immediately guarantee the worst case outcome for all shareholders. This guarantee could be accomplished in several ways, including by dividending or otherwise distributing all excess cash to shareholders now, or by offering to buy back any and all shares from holders that wish to sell at a specific price at a specific future date (i.e., $1.25 per share in December, 2009). In both cases, shareholders could stand to reap potentially substantial upside derived from the monetization of Avigen's remaining assets and could finally stop worrying about whether the Company will destroy its substantial cash value. To the extent the Board believes it can generate value in excess of its cash in the bank today, offering downside protection ultimately costs the Company nothing. However, by rejecting our proposal to provide a downside guarantee, the Board has indicated its willingness to place its remaining cash at continued risk, without shareholder consent.
As the Company's largest shareholder, we are fighting to return value to all shareholders, not just ourselves, and we feel a responsibility to do so. To be clear, we do not seek to impose our own agenda on Avigen, we only ask that shareholders be empowered to decide the fate of the Company's residual cash, rather than the management and Board of a company which has repeatedly tried and failed to create any shareholder value whatsoever. Shareholders have good reason to worry that Avigen's management fully intends to put its remaining cash at risk. Yesterday, at the RBC Capital Markets Healthcare Conference, CEO Ken Chahine said, "We are going to be looking at building...How do we do that?...There are some opportunities as well that have emerged from the credit crisis. There are some commercialization, or near-commercialization, type companies that could use an infusion of cash...those are some of the things we are looking at. Now, will that be in the therapeutic space? It could be...We're opening it up because I think that there are opportunities outside of therapeutics...We will spend the balance of 2009 trying to look for opportunities." Mr. Chahine, shareholders do not need or want you to invest their money.
If recent empirical evidence with respect to numerous other failed biotech companies is any guide (e.g., Corgentech, Renovis, Novacea, Nitromed, Nuvelo and others), the future does not bode well for Avigen shareholders if left to its own devices. In one similar situation, the company could have returned in excess of $10/share in cash to shareholders had it been liquidated in 2005. Instead, after opting for a value-destroying merger, that company today trades at a mere 0.09 cents per share - a 99% decline! Avigen's golden parachutes have incentivized management to merge with any company that will take it. Management would walk away with its $3 million cash windfall; shareholders would get stuck with potentially worthless stock in a merged company. In the current fiscal environment, shareholders will no longer tolerate such self-interested behavior on the part of failed biotechnology companies.
We believe the Avigen Board is not only willing to sacrifice and squander shareholder money but, in the process, its members are making a mockery of their obligations to fulfill their fiduciary duties as directors of the Company. To that end, please be advised that we intend to hold each member of the Board and management fully accountable for any continued erosion of value from the current liquidation value of the Company.
Sincerely,
Mark Lampert
--------------------------------------------------------------------------------
Source: Biotechnology Value Fund, L.P.
And with that loss it makes the insider and institutional buying all the more curious.
Maybe there will be news on several different fronts...
From October-
Axcelis Announces Comprehensive Restructuring Plan
Workforce Reduction and Debt Refinancing Will Improve Operating Results and Liquidity
BEVERLY, Mass. October 22, 2008 (PRIME NEWSWIRE) —Axcelis Technologies, Inc., (Nasdaq:ACLS) a leading supplier of ion implantation and cleaning systems, today announced a two-pronged restructuring plan that allows the Company to reduce operating costs and improve liquidity while continuing to penetrate new markets with its Optima and Integra product lines.
• As part of the first component of the restructuring plan, Axcelis is reducing its workforce by approximately 200 positions, or roughly 14% of its employees worldwide. This along with other cost out initiatives is expected to result in savings of $40 million annually. Axcelis expects to record restructuring charges in the range of $3 million to $4 million during the fourth quarter of 2008.
• The second component of the plan includes the refinancing of Axcelis’ long term debt. The refinancing is intended to repay convertible debt that comes due in January 2009 as well as to secure sufficient liquidity to finance ongoing operations to weather a prolonged downturn in the semiconductor market. Refinancing plans are moving forward with a group of interested banks, and are expected to close in the fourth quarter of 2008.
Commenting on the company’s plan, Chairman and CEO Mary Puma said, “We are pleased to have our refinancing plans well underway and intend to complete this transaction shortly. This restructuring, while difficult, was driven by the continued slowdown in the semiconductor market. Axcelis is committed to delivering improved financial results and these actions allow us to better align operating costs with near term revenue expectations. They do not affect our commitment to investment in ion implantation and dry strip technologies or customer service. We expect Axcelis to be well positioned to capitalize on opportunities once the market rebounds.”
Safe Harbor Statement
This document contains forward-looking statements under the SEC safe harbor provisions. These statements, which include our estimations of the financial benefits of the restructuring and our success in refinancing our long term debt, are based on management's current expectations and should be viewed with caution. They are subject to various risks and uncertainties, many of which are outside the control of the Company, including the amount and timing of expenses associated with the restructuring, the willingness of interested creditors to complete the planned refinancing on terms acceptable to the Company or at all, and the continuing demand for semiconductor equipment, relative market growth, continuity of business relationships with and purchases by major customers, competitive pressure on sales and pricing, increases in material and other production costs that cannot be recouped in product pricing and global economic, political and financial conditions. These risks and other risk factors relating to Axcelis are described more fully in the most recent Form 10-K filed by Axcelis and in other documents filed from time to time with the Securities and Exchange Commission.
About Axcelis Technologies, Inc.
Axcelis Technologies, Inc., headquartered in Beverly, Massachusetts, provides innovative, high-productivity solutions for the semiconductor industry. Axcelis is dedicated to developing enabling process applications through the design, manufacture and complete life cycle support of ion implantation and cleaning systems. Axcelis also licenses its 50% owned joint venture, SEN Corporation, an SHI and Axcelis Company, to manufacture and sell certain implant products in Japan. The company's Internet address is: www.axcelis.com.
Keeping it in a real tight range and ofcourse our customary big block at the close- 62k plus. Definately being accumulated- hopefully we get a nice holiday suprise before year end!
Really grinding it out trading wise- looks like we churn= hopefully in an upward direction, notice everyday the large blocks at closing. I suspect another fund has/is accumulating .
Opening trade 92,000 @ .71 maybe something done over the weekend?
Interesting stuff here- besides Goldman Sachs becoming ACLS's newest million plus shareholder- Check out FMR Corp- New Holder with over 14 million shares, And what I found interesting was FMR's close Proximity to ACLS headquarters.
World Headquarters
Axcelis Technologies
108 Cherry Hill Drive
Beverly, MA 01915-1053
Phone: 978.787.4000
Fax: 978.787.3000
FMR Corp
82 Devonshire St, Boston Ma 02109,,
Phone: 6175706339, Fax: ,
2008-11-14 http://www.sec.gov/Archives/edgar/data/315066/0000315066-08-004328.txt
So FMR completes their 14 million plus share purchase and then 3 days later 5 insiders at ACLS excersise there options[ over 600k] at .70/shr and before that the ACLS insiders had purchased 100's of thousands of shares on the open market - all of their purchases are BTW underwater at today's closing price- SOoooooo I am still extremely confidant that the company has something [ good] up their sleeve - that's my story and I'm sticking to it!
I guess .50 is the new magic number for whoever is buying this in quantity. 50k @.50 3:55pm and then 221k plus at 4:00pm also at .50.
Thanks to my soon to be patented trading technique, I'm able to buy more stock at or below my initial pps. Fully recognizing that I could have sold for a double and rebought today and likely the rest of this week. Brilliant!
However, I still like my chances , if not my trading acumen .
Too Funny-
"While I'm at it, I'll mention another company we went on a blitz against. They're called Forest City Enterprises. They were at 40 when we started our blitz. Now they're at about 4."
And I bet Citigroup and Bank of America were like $50/shr at that time too, and now look at them. You guys are very powerful!
Good Stuff! Thanks for posting it!
I guess someone's still accumulating- 50k@.60 at the close then a bunch of settlement trades after 4:00pm.
How much you bet his jet pack has AIG boldly printed on it?
1:45 p.m. ET: KCNC Coverage Of Man Using Rocket Pack To Cross Colo. Gorge
http://www.cbsnews.com/video/watch/?id=2n&tag=header;wc25
Hope this ends well.