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   Biotech / MedicalMunch-a-Biotech Today


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To: DewDiligence_on_SI who wrote (3119)1/31/2018 7:47:31 PM
From: Miljenko Zuanic
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<..privately negotiated transactions and may be made pursuant to Rule 10b5-1 plans...>

You may see it as facetious (in one way it was), but the company is signaling that they will/may be buying shares from insiders, after they convert options to shares according to 10b5-1 plan. But if they want to award SH, distribute $500M to them (or spent on R&D, or distribute to "Ms. Maria ", who is brooming a floor at company, for living) , and cut down on options award as measure for controlling/offset dilution.

Will they disclose or hide purchase price, from insiders?

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To: Miljenko Zuanic who wrote (3120)1/31/2018 7:56:25 PM
From: DewDiligence_on_SI
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The 10b5-1 plan VRTX is talking about in the PR is for the company's own buybacks on the open market; this 10b5-1 is not directly related to any insider trading.

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To: DewDiligence_on_SI who wrote (3121)1/31/2018 11:28:51 PM
From: Miljenko Zuanic
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It is for the open market, as well for negotiated private transactions, that is related to 10b5-1.

For years VRTX sucked money out of SH, increasing shares count (also by dilution from options/awards). Cumulative they still did not capture capital investment,... they are still negative,....they still have $5B in accumulated deficit, so current EXCESS cash is (in majority) from STOCK offering AND OTHER DILUTIVE FINANCING, not EARNING FROM BUSINESS.

Everyone need bit of luck in this business, when they have nothing left they turned toward CF...and they have game changing candidates. Great, for years management and boards have financial benefits, now SH can benefit from appreciated SP. But, if the want to award anyone, cash should be distributed to SH as one time dividend or something similar. And, if BofD want to thanks SH for long standing support by controlling and reducing dilution, ...well they can ask management to rip 1.2M shares from their options awards.

PS: This is not related only to VRTX, to many bios, old and new.

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To: DewDiligence_on_SI who wrote (3121)1/31/2018 11:51:27 PM
From: Miljenko Zuanic
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<The 10b5-1 plan VRTX is talking about in the PR is for the company's own buybacks on the open market;.

I guess, I did not read this correctly in first place. Are you saying that company as entity can have their own ?

northerntrust.com

I am confused here. Why company, as entity, can not do buy back on "as seen fit" schedule, even when they have material information? For instance, price is underappreciated, and they have positive data on candidate (that can paint business picture more pink)?

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To: Miljenko Zuanic who wrote (3123)2/1/2018 8:14:37 AM
From: DewDiligence_on_SI
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Yes, it's the company's own 10b5-1 (buying) plan. It's not necessary to have a 10b5-1 plan to buy company shares on the open market, but some companies prefer to set up a 10b5-1 with an investment bank, rather than handling the task internally, to remove any appearance of impropriety.

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From: nigel bates2/16/2018 5:20:43 AM
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Sanofi further committing to develop nanobodies with Ablynx:

GHENT, Belgium, 16 February 2018 - Ablynx [Euronext Brussels and Nasdaq: ABLX] today announced that Sanofi has exercised its option to license two additional target combinations as part of the research collaboration signed in July 2017, focussed on developing and commercialising Nanobody®-based therapeutics for the treatment of various immune-mediated inflammatory diseases.
Under the terms of the agreement, Sanofi gains exclusive global rights to two additional multi-specific Nanobodies against selected targets and in return will pay Ablynx exercise fees totalling €13 million plus additional research funding. Multi-specific Nanobodies provide the ability to address different pathway or disease targets with one therapeutic molecule. Ablynx has already received an upfront payment totalling €23 million, together with research funding under this collaboration.
Sanofi will be responsible for the development, manufacturing and commercialisation of any products resulting from this agreement comprising up to eight programmes. Ablynx will be eligible to receive development, regulatory and commercial milestone payments of up to €2.4 billion plus tiered royalties up to low double digits on the net sales of any products originating from the collaboration...

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From: tuck6/19/2018 11:32:53 AM
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Roche taking out Foundation Medicine (FMI).

Cheers, Tuck

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From: nigel bates8/9/2018 10:05:40 AM
1 Recommendation   of 3158
 
This is perhaps more interesting than the size of the deal would suggest. (And the net cost is even lower.)
Vernalis had some interesting IP.

Ligand Pharmaceuticals Incorporated (LGND) and Vernalis plc (VER.L) announce that Ligand has declared its firm intention to acquire the entire issued and to be issued shares of Vernalis through a UK scheme of arrangement conditional on approval by the Vernalis shareholders. Vernalis is a structure-based drug discovery biotechnology company with a broad pipeline of partnered programs and ongoing collaborations.

Under the terms of the proposed UK scheme of arrangement, Ligand would pay Vernalis shareholders £0.062 per share in cash, valuing Vernalis at approximately £32.8 million, equivalent to approximately $43 million. This proposal – which requires approval by a majority of the shareholders representing at least 75% or more in value of the company’s outstanding shares voting on the transaction – has received the support and irrevocable undertakings from the Board of Directors of Vernalis and its two largest shareholders, who own in aggregate approximately 67% of the outstanding shares of the company.

On March 15, 2018 Vernalis announced that as part of its then-ongoing strategic review, it had decided to commence a formal sales process with Evercore serving as financial advisor. As part of its strategic review Vernalis has substantially completed the closure of its US commercial operations and remains on track to have completed this by 30 September 2018. If Ligand’s offer is approved by Vernalis shareholders, the transaction is expected to close in October 2018.

The acquisition of Vernalis would provide Ligand with the following:

A portfolio of more than 8 fully-funded partnered programs, or shots on goal, including programs in the respiratory, oncology and CNS sectors. Partners include Corvus, Verona, Celgene, Servier, Menarini, Tris and CTI.
A 70-person R&D team based in Cambridge, England focused on fragment- and structure-based drug discovery and partnering, with an active portfolio of collaboration agreements generating over $8 million per year of service revenue matched by a comparable level of costs, and partnerships that have the potential to generate additional near-term shots on goal. Ongoing collaboration partners include Servier, Daiichi Sankyo, Lundbeck, Asahi Kasei and an undisclosed Japanese partner.
An established compound library and additional early-stage, unpartnered programs in oncology, CNS and other areas that will provide business development out-licensing and corporate formation opportunities.
Expected cash on hand as of June 30, 2018 of £27.3 million or approximately $36 million. Ligand estimates incurring additional deal costs of approximately $4 million, resulting in $32 million of net cash to Ligand from the transaction.
United Kingdom-based operations that would provide a platform to more efficiently pursue investment and acquisition opportunities in Europe and the United Kingdom.

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From: nigel bates10/18/2018 5:10:18 AM
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Endocyte / Novartis:

WEST LAFAYETTE, Ind., Oct. 18, 2018 (GLOBE NEWSWIRE) -- Endocyte, Inc. (Nasdaq:ECYT), a biopharmaceutical company developing targeted therapeutics for cancer treatment, today announced that it has entered into an agreement and plan of merger with Novartis AG (“Novartis”) pursuant to which Novartis will acquire Endocyte for $24 per share, or a total equity value of approximately $2.1 billion, in cash. This offer represents a premium of 54% percent to Endocyte’s closing price of $15.56 on October 17, 2018. The transaction was unanimously approved by the board of directors of Endocyte.

“Since acquiring exclusive worldwide rights to develop and commercialize PSMA-617 agents in 2017, the entire Endocyte team, along with our partners, have worked tirelessly to build a leading radioligand (RLT) portfolio and create value for patients and shareholders alike. We are thrilled that Novartis recognizes the potential for 177Lu-PSMA-617 to change the treatment landscape for men with metastatic castration-resistant prostate cancer (mCRPC), as well as the broader role that RLTs may potentially play in the treatment of cancer,” said Mike Sherman, president and CEO of Endocyte. “The global reach and expertise of Novartis in developing and commercializing RLT therapies will be critical in efforts for patients to benefit from these therapies as quickly as possible.”

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From: nigel bates10/29/2018 8:31:02 AM
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STOCKHOLM (Reuters) - Private equity firm EQT on Monday made a recommended 5.97 billion Swedish crown (509.52 million pounds)cash bid to buy Swedish speciality pharma group Karo Pharma (KARO.ST).

The offer, made by the EQT VIII fund and unanimously recommended by Karo Pharma's board, represents a 25.3 percent premium to Karo's closing price on Friday.

"We are delighted that the Board of Directors has decided to recommend EQT VIII's offer," EQT partner Per Franzen said in a statement.

"We are impressed by Karo Pharma's development and successful strategic transformation from an early stage research and development company into a leading speciality pharmaceutical company with a strong product portfolio and European reach."

EQT said that Karo Pharma Chairman Anders Lonner and board member Per-Anders Johansson, together representing in total 13.6 percent of shares and votes in the company, had declared they intended to accept the bid.

The acceptance period is expected to run between Nov. 13 and Dec. 10 and requires EQT to take ownership of 90 percent of the shares. It said it does not currently own or control any shares in Karo Pharma.

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