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Re: FredKerx post# 3277

Sunday, 07/01/2018 2:48:46 PM

Sunday, July 01, 2018 2:48:46 PM

Post# of 3329
Liebe Fred, Is "that klarman guy" hitting the "till" for another 4 million shares in spite of this colossal theft of epic proportions which you continue to opine about for months while the story continues to get worse daily in spite of all the surface PR Hoopla surrounding MNA's?

The information contained in Item 3 of the Schedule 13D is hereby amended by adding the following paragraph immediately after the third paragraph.

On June 28, 2018, the Issuer entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Akebia Therapeutics, Inc. (“Parent”) and Alpha Therapeutics Merger Sub Inc., a wholly owned subsidiary of the Parent (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Issuer, the separate corporate existence of Merger Sub will thereupon cease and the Issuer will continue as the surviving corporation and a wholly owned subsidiary of Parent (the “Merger”). In addition, on June 28, 2018, Baupost Group Securities, L.L.C. entered into a Notes Conversion Agreement with the Issuer and, with respect to certain sections only, Parent (the “Notes Conversion Agreement”) pursuant to which the Investor agreed to surrender the New Notes for conversion into 35,582,335 shares of Common Stock (the “Conversion Shares”) in accordance with the terms of the indenture governing the New Notes (the “Notes Conversion”) immediately prior to the effective time of the Merger, but contingent upon the occurrence of, among other things: (i) the issuance to Baupost Group Securities, L.L.C. of 4,000,000 shares of Common Stock; and (ii) the execution and delivery by Parent of a Registration Rights Agreement between Baupost Group Securities, L.L.C. and Parent, dated and effective as of the closing of the Merger, with respect to the common stock of Parent.

The preceding description of the Notes Conversion Agreement does not contain a complete description of such agreement and is qualified in its entirety by reference to the full text of the Notes Conversion Agreement, which is filed as an exhibit hereto and incorporated herein by reference.

https://www.sec.gov/Archives/edgar/data/1061768/000114036118030689/doc1.htm
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