InvestorsHub Logo

Opti Mist

01/04/19 11:30 PM

#4010 RE: tste9 #4009

Check the yahoo board and the Facebook group for some good summaries. Time for bed for me.

Opti Mist

01/05/19 7:00 AM

#4011 RE: tste9 #4009

Good Morning: the big places to follow this are:

https://cases.primeclerk.com/synergy/Home-DocketInfo (this is where all the court filings are posted)

https://finance.yahoo.com/quote/SGYP/community?p=SGYP (this is the yahoo discussion board) Significant post here was:
Army12 hours ago
Okay folks here is a brief update. Things seem to have gotten pushed back for two weeks by mutual agreement of all parties. I am not super happy with that because I was hoping they could get pushed back further. The US trustee has not as of yet recommended an equity committee. The US trustee has also not been granted an examiner as of yet. I can't give you anything solid beyond that just a bunch of rumors that are not worth repeating. It looks like synergy is opening its options Beyond a liquidation at this point. I was told that there is a 50-50 chance of a sale versus continued operational financing. I am personally hoping for complete liquidation of the company as I have zero trust in the management. The unsecured creditors committee and the ad hoc shareholders committee still seem to be working together. Apparently, the unsecured creditors committee will not object to having an equity committee formed. There is some optimism that synergy will not oppose an equity committee but I think that is just foolish wishing. Why would the company go along with an equity committee given their proven bad conduct at this point? That's all I have for now. This thing is far from over. One overriding concern in this process is that the US trustee's office is functioning at 25% capacity because of the government shutdown and the court system is functioning at 100%. The reason the court system is functioning at 100% is because it's funded by filing fees and they have plenty of operational funds to continue. This puts us at a great disadvantage in the process as clearly the US trustee has chosen to side with shareholders. That being said, please keep riding the judge letters.

https://www.facebook.com/groups/249601548918982/?multi_permalinks=382702435608892¬if_id=1546670517483838¬if_t=group_activity (this is the Facebook group) Significant post here was: Scott Firle
12 hrs
From the Wall Street Journal
Synergy Pharmaceuticals Inc. won court permission to move forward with a proposed sale of its two gastrointestinal drugs and other assets to Bausch Health Cos., formerly Valeant Pharmaceuticals International Inc., after agreeing to delay the process by two weeks.
During a hearing Friday at the U.S. Bankruptcy Court in New York, Judge James Garrity Jr. said he was satisfied with the extension and was pleased to keep the process rolling forward. The judge had previously expressed concern about moving the sale along too quickly.
"The two weeks certainly helps," he said.
The sale of Synergy and rights to its drugs are subject to a competitive process and the receipt of higher and better offers, with Bausch Health serving as the lead, or stalking horse, bidder. Synergy says it needs to move quickly to minimize the administrative costs of bankruptcy, which can pile up quickly.
The marketing process, initially designed to run for five weeks, will now run for about seven weeks. Under the revised timeline approved Friday, competing offers will be due Feb. 23, with an auction to follow Feb. 26. A hearing to request final court approval of the sale is set for March 1.
In addition to extending the sale timeline, Synergy also agreed to "additional flexibility" for competing bidders, including allowing bids for just one of the company's two drugs. Synergy's chief executive also agreed to waive his share of a $15 million severance plan packaged with the proposed sale to Bausch, according to Christopher Dressel, a lawyer for Synergy.
Prior to Friday's hearing, the proposed sale process had drawn objections from unsecured creditors, a group of shareholders and the U.S. Trustee, an arm of the Justice Department that monitors bankruptcy cases.
The objections expressed concern about undervalued assets and about Centerview Partners LLC's role in advising Synergy. Court papers show Centerview has previously worked for both Bausch and Ironwood Pharmaceuticals Inc., a major competitor to Synergy.
Centerview says it isn't conflicted and that its work for Bausch and Ironwood are in no way related to Synergy. Both Judge Garrity and Greg Zipes, a lawyer for the U.S. Trustee, said they would revisit the matter at another hearing scheduled for Jan. 17.
Ryan Jareck, a lawyer representing an ad hoc group of shareholders, said in court Friday that the benefits of keeping the sale process moving forward outweighed his reservations about the deal with Bausch and compressed sale timeline.
"The process we see today isn't perfect, but they never are," he said.
Synergy filed for chapter 11 protection Dec. 12 with prearranged plans to sell its assets to Bausch for about $200 million in cash. The deal includes the rights to Synergy's signature product Trulance, a tablet approved for adults with chronic idiopathic constipation and irritable bowel syndrome with constipation
Trulance is the company's only commercial product. Another development-stage compound owned by Synergy, dolcanatide, is also aimed at patients with digestive problems.
Shareholders have complained that Synergy hasn't revealed enough information about dolcanatide's value, saying the results of a clinical trial being conducted at the National Cancer Institute are expected to be released this spring. The trial is examining dolcanatide's efficacy in preventing colorectal cancer in adults, court papers show.
Bausch Health, based in Quebec, changed its name from Valeant earlier this year in an attempt to distance itself from past controversies. Valeant faced scrutiny from investors, health insurers and lawmakers over its accounting and business practices, such as buying the rights to manufacture drugs and then increasing their prices.

and more at each site.

Opti

Opti Mist

01/05/19 7:09 AM

#4012 RE: tste9 #4009

here is another update from the Facebook group:

Emrah Coban shared a link.
Conversation Starter · 3 hrs
Here is an update from our valuable study group member Abhishek. He recused himself from this facebook group for some reasons that i might disclose in the future. Ok, i am posting here what he has shared in the other FB group. This can give you more insight on the last hearing.
Meanwhile, let me say this, forming of the official equity at complete discretion of US Trustee but behind the scenes, our study group is doing all it can to expedite the process.
Here is the update from Abhishek.
[Edited]
If you guys did not notice already. Synergy already filed a revised motion for stalking horse bid procedures.
https://cases.primeclerk.com/Synergy/Home-DownloadPDF…
This looks to be right out of their playbook. If you guys remember, they did the same with the second interim order, where they faced opposition from UCC and ad-hoc committee and they revised the motion right before the hearing to find common ground (went from 12m DIP to 8m and 110m roll-up to 16m roll-up).
Getting to the merit of this amendment. Looks like they have already pushed the auction date by 2 weeks and amended the min "up bid" to be 1 mil (vs 2 mil). This is a good news for us.
While the hearing is still ongoing and we have to wait to see what the outcome is, know that the ad-hoc committee lawyers have enough ammo to push this bid for 4 weeks (we have DIP lender ready to wait till may) and trustee also seems to be convinced by our arguments in her objection.
I'm looking forward to:
1. Get the sale pushed for 4 weeks (I.e. in march).
2. Get an official equity committee formed.
I hope the judge sees what Synergy's lawyers are trying to do here. Fingers crossed.
[Updates]
I did read the wsj article, the amended motion and given the limited updates from hearing today, here's what I'm able to decipher:
1. At some point after all the objections were filed, a compromise or understanding was made between the lawyers and they agreed to these terms.
2. If you see in Synergy's rejoinder, they mentioned that in this motion they are only asking court to set the rules for BHA and sales process, so that marketing can start and objections related to anything more or less are misplaced.
3. With #2 in mind, the amendments made to the bidding procedure are good over all.
4. On one hand, we have lost the cause of getting 4 more weeks, on the other hand, we have gained a few good things.
5. Now there can be partial bids, I.e people can bid for partial assets and Synergy can pick two separate bids from two separate bidders to maximize. This was an objection from L&W and got accommodated. This is good because for ex. a company focusing on cancer therapies will pay more for dolcanatide than BHC or at least there's a chance of this happening.
6. In determining a higher bid, synergy will have to consider severance separate from cash consideration of the bid.
7. In determining better bid they have to consult with consultation parties, which included Jefferies, the UCC's banker. Previously it was on their own discretion. This was again a L&W objection.
8. The amendments now allow bidders to bid not just for sale, but for restructuring as well and Synergy will have to consider it, with consultation parties.
9. Any bid with non-cash considerations will also be allowed. These were all objections by L&W and they are all good.
10. Good faith deposit won't be used to pay SHB immediately etc.
At the end, all our value is in IP, so a fair sale/ chance of restructuring is what we need. The sale process is not pushed out long enough, but I guess the amendments made make this process a lot more competitive. Lets just hope there are lenders\buyers who are ready to restructure\buy this for a lot more.
Note: Again this is my interpretation. I could be wrong. ??
[Update]
Another important point I missed, All the bids need to be delivered to all parties including "Counsel to Official committee of equity SH" (it's a new addition to the list). It give's me a hint that it's at-least being considered and equity committee is also considered consultation party. ??