Replies to post #4899 on Humanigen Inc (HGENQ)

[236T568]

Well said

worth another read:

Look, any failed wannabe private investigator or Non-Commissioned Security Officer (aka night watchman/Wal-Mart greeter) can come up with whatever phantasmagoric fever dreams they wish about KBIO.

Butt reality is always gonna be reality.

And fantasy dreams are nothing butt a straight-up damned waste of everyone's time.

The FACT is that KBIO knew of Marty's indictment prior to the closing of the $8M PP and they failed to fulfill their obligation to disclose that material fact (as Marty was KBIO CEO at the time) AND failed to amend the PP agreement/memorandum prior to the closing. Federal indictment of the CEO is pretty damned material.

It's a pretty simply set of facts. In addition to reps and warranties, there is a general obligation of a company selling a security to disclose all material information prior to closing, especially any material changes between the last PP memorandum/agreement/amendment and the closing date and time.

Butt I'm shure some Barney Fife wannabe will see black helicopters dropping chupacabras onto the UFO hovering over KBIO.

[fireopal]

"... I. INTRODUCTION --Disclosing to investors facts about a government investigation into possible wrongdoing at a public company can be a difficult and sensitive decision that may have enormous business and legal ramifications. There is no statute, regulation, or rule that explicitly imposes a duty to disclose the existence of an investigation to investors and caselaw does not provide much guidance. Counsel and publicly reporting companies must, however, be mindful of the principles that can help guide the analysis of when, how, and where such disclosure should be made if the investigation is to be disclosed at all.... https://www.cravath.com/files/Uploads/Documents/Business%20Lawyer%20-%20Stuart.pdf

seems like disclosure is a very grey area and i tend to think/believe that if shkreli's indictment was connected to the company KaloBios then he would have been obligated to disclose this information but it was/is not, and had Nasdaq not penalized the company via their trading halt then stock just might have headed back up after initial drop and investors would be happy etc.