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Re: TankTheFrank post# 41081

Friday, 11/24/2023 2:19:09 PM

Friday, November 24, 2023 2:19:09 PM

Post# of 42838
It's confusing. In our 1st quarter 10-Q, Humanigen informed us that, "We have executed a non-binding letter of intent and are engaged in exclusive negotiations relating to a proposed business combination with a privately held biopharmaceutical company (the “Partner Company”). The proposed terms for the business combination contemplate a tax-free stock-for-stock merger, as a result of which we would issue shares of our capital stock to stockholders of the Partner Company which are expected to represent roughly two times the number of our currently outstanding shares of common stock.

pg 14
https://www.sec.gov/ix?doc=/Archives/edgar/data/1293310/000121465923007002/hgen-20230331.htm

When Baudax announced the acquisition of Tera-Immune, that, too, "... was structured as a stock-for-stock transaction..."

https://www.baudaxbio.com/news-and-investors/press-releases/detail/267/baudax-bio-acquires-teraimmune-inc

And somewhere along the line, for some reason, I thought we may be looking at a non-US based business combination with a subsidiary of a large Pharma. That was an overwhelming consideration. Look at J&J's subsidiaries, as I did, when I was wondering if we might enter into an agreement with Janssen, one of their subsidiaries. They've got a zillion subsidiaries.

https://www.sec.gov/Archives/edgar/data/200406/000119312512075565/d281803dex21.htm

I would prefer not to think of any type of business affiliation, to be honest. They tend to end up in litigation. I just happen to think that Novavax has more to offer than Baudax, but the question is, how valuable is Tera-Immune?

At the same time, announcing some type of merger or business combination may add fuel to the fire when we announce our loaned shares recall, and that may be the best thing about any structural change to our business. Otherwise, I just want to see management retain control of Humanigen, however we end up structured.