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Re: davidal66 post# 419

Friday, 08/26/2016 5:46:45 PM

Friday, August 26, 2016 5:46:45 PM

Post# of 2099
In the 13D filing (page 4 of 7):
The obligations of Keffi VI and the other debtor under the notes issued to the Trust and Lee were secured by, among other things, a pledge of the Ordinary Shares of the Issuer owned by Keffi VI. In connection with such pledge, Keffi VI, Lee, the Trust and JPMorgan Chase Bank N.A. (the “Intermediary”) entered into a Securities Account Control Agreement dated May 4, 2015 which provides that at such time as Lee and the Trust send a Notice of Exclusive Control to the Intermediary, the Intermediary may thereafter honor solely the orders of Lee and the Trust concerning the account in which the pledged Ordinary Shares are held. On January 19, 2016, following a default under the Loans, Lee and the Trust delivered a Notice of Exclusive Control to the Intermediary which gives Lee and the Trust the right to direct the vote and disposition of the Ordinary Shares of the Issuer held in the account.

You can read the original Securities Account Control Agreement in the jpg files. In page 1, JPM is the intermediary, Thai Lee (and Trustee) is the lender and Keffi is the pledgor. This means that Keffi pledged its shares (in this case, VBLT) as collateral for the loan it received from Thai Lee. Keffi defaulted and lost its shares to Lee.

In this 20F filing (pg 84) it shows Keffi owning 4.8 mil shares (or 21.6%). These shares are now all owned by Lee.

The other link refers to the failed initial VBLT IPO (in August) because of funding issues with an investor. It didn't name the US investor, but this article does: "The IPO in August was canceled because one investor, US venture capital fund Keffi Group, headed by founder Jide Zeitlin, did not deliver its money at the closing." Jide Zeitlin sits on the VBL board.

This WSJ article goes into more details:

"People familiar with Keffi said the firm and Mr. Zeitlin believed that others would buy more stock than indicated in the prospectus, which would have reduced his obligation. But when it became clear that wasn't the case, he said he wouldn't fund its purchase, a person familiar with Keffi said.

Mr. Zeitlin was involved in a legal dispute in India, where a wireless company he started, Independent Mobile Infrastructure Ltd., was accused of not paying suppliers."

For me, the take away is that Keffi was a very bad investor -- from the IPO until now -- for VBL, which I think has very promising products. Now that Lee is replacing Keffi, perhaps we'll see a change in its performance.
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