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Wednesday, February 21, 2018 10:06:36 PM
1) Monetize the Cognate asset. Wild guess: Cognate was probably sold for between $25 million to $30 million, net of cash and stock. Toucan may use the sale proceeds for distributions, or even to fund NWBO through, let’s say, a Series C offering with the shares acquired by Toucan;
2) Toucan more than likely intends to sell NWBO. It's normal for private equity investors to look for an exit. And very much doubt that Toucan will keep NWBO until commercialization. Between when the trial is unblinded, and an NDA is submitted, reviewed and approved, that’s a two year timeline. NWBO is already well beyond most investors time horizons for a realization of the value;
3)Advent probable wasn’t sold, since it does not have much in the form of operations or cash flow. There’s likely few if any buyers that would pay an attractive price for a company that’s basically a single asset;
4)Cognate’s relationship was always toxic from a regulatory, investor and capital markets stand point. Dissolving the relationship might make an uplist less difficult, if that is the course they want to take (and another way for Toucan to sell off some or all of its holding);
5) Conflicts of interest are still an issue because Toucan could still manage to participate in a NWBO arranged financing at very favorable terms at the expense of minority shareholders - wonder how that might be addressed with Nasdaq if they decided to list?
6) The timing for the sale of Cognate is good for risk mitigation. Should there be a problem with approval of the DC VAX, then not only is the value of NWBO impaired, but so is the value of Cognate…i.e., don’t keep all your eggs in one basket. (Although it makes me wonder if Cognate’s investors are asking for claw backs in the event the trial fails?)
7)Key Personal – it’s very possible that key executive managers took the job with Cognate with a formal agreement or strong verbal understanding that there would be an opportunity for a management buyout – and the time is now right for those key managers, who may have pushed for the sale to happen now;
8) If NWBO wants to sell within -- let’s say -- the next 12 months, there is no need to keep Cognate. If Linda really wanted to build the next “Amgen,” then she would still might want to retain control of Cognate and their patents – so they don’t fall into the wrong hands. And if Toucan intended to wait until commercialization by NWBO, they would wait before selling Cognate, since approval and commercialization would probably double or triple Cognate’s value in two years;
In order not to limit value that would deter potential buyers for NWBO, while also satisfying Cognate’s requirements:
9)Linda will have to ensure that there are termination provisions in the manufacturing contract with make-whole’’s to satisfy the Cognate. This would be in the event that a potential buyer does not want remain tied to these contract over the long-term;
10) And an option to license key patents from Cognate to a buyer, if that’s needed by an acquirer of NWBO.
Reasons for Buying:
1) Control and an equity stake by key managers
2) Independence to grow the business
3) Combination with other investments (roll up strategy)
4) Synergies with patents from other pipeline investments
4) Dedicated contracts from NWBO
Recent NWBO News
- Biophma Announces Exclusive In License for Dendritic Cell Technology, Sending Shares Higher • AllPennyStocks.com • 06/17/2024 04:40:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 06/04/2024 09:11:16 PM
- Form DEF 14A - Other definitive proxy statements • Edgar (US Regulatory) • 06/03/2024 09:22:55 PM
- Form PRE 14A - Other preliminary proxy statements • Edgar (US Regulatory) • 05/22/2024 08:13:36 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 05/10/2024 09:04:57 PM
- Form NT 10-K - Notification of inability to timely file Form 10-K 405, 10-K, 10-KSB 405, 10-KSB, 10-KT, or 10-KT405 • Edgar (US Regulatory) • 03/01/2024 10:04:38 PM
- Form 4 - Statement of changes in beneficial ownership of securities • Edgar (US Regulatory) • 12/02/2023 01:31:35 AM
- Form 8-K - Current report • Edgar (US Regulatory) • 11/16/2023 10:11:54 PM
- Epazz, Inc. (OTC Pink: EPAZ) ZenaDrone Demonstration to Defense Departments of UAE and Saudi Arabia • InvestorsHub NewsWire • 11/15/2023 12:19:31 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 11/09/2023 09:30:39 PM
- Epazz, Inc. (OTC Pink: EPAZ) US Navy Collaboration ZenaDrone 1000 • InvestorsHub NewsWire • 11/09/2023 01:00:34 PM
- Epazz, Inc. (OTC Pink: EPAZ) US Navy Collaboration ZenaDrone 1000 Extreme Weather Demo • InvestorsHub NewsWire • 11/07/2023 12:29:43 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 08/09/2023 08:36:14 PM
Greenlite Ventures Completes Agreement with No Limit Technology • GRNL • Jul 19, 2024 10:00 AM
VAYK Expects Revenue from First Airbnb Property Starting from August • VAYK • Jul 18, 2024 9:00 AM
North Bay Resources Acquires Mt. Vernon Gold Mine, Sierra County, California, with Assays up to 4.8 oz. Au per Ton • NBRI • Jul 18, 2024 9:00 AM
Nightfood Holdings Signs Letter of Intent for All-Stock Acquisition of CarryOutSupplies.com • NGTF • Jul 17, 2024 1:00 PM
Kona Gold Beverages Reaches Out to Largest Debt Holder for Debt Purchase Negotiation • KGKG • Jul 17, 2024 9:00 AM
Avant Technologies Welcomes Back Former CEO with Eye Toward Future Growth and Expansion • AVAI • Jul 17, 2024 8:00 AM