FredKerx
8年前
Michele, the following post was blocked. They block because they can’t handle it..
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@Michele The “hooligans” are easy prey. It’s called reverse psychology and you assisted me perfectly — unbeknowing.
Did you see how quickly “the snake in the grass” Dave/Duke came out to play from under his hiding? He’s soft and dumb, and he bites easily. Can get him to come out from under his hiding at will — like the other day with AKBA “ownership structure” and today with reverse. Then again, who knows, maybe good ole boy Duke’s Translate Bio, you know, Ron Renaud, Baupost owes Merck for Idenix deal, yada yada, comes to the rescue and acquires KERX.
But, Michele, nevermind the “snake in the grass”, take a look at the following concerning OREX “bankrutcy” from poster GAN on the OREX board..
(btw, Michele, am leading the charge — did you ever see the movie “The Devil’s Advocate”? Pacino — “don’t ever let them see you coming”)
GAN month
It takes so much of time, effort, science and billions of $s to get an approval for a drug like Contrave.
In fact the company spent almost 10 years and 800 mln $ to come this far.
During the past 2+ years of approval around 1/2 mln prescription were written and the drug had repeat nz
No Adverse events reported with any of the patients during this regimen.
With 100 mln + annual sales with patents validity till 2032 and 800 mln $ NOl I still believe the company is worth $300 mln at the minimum .
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GAN 27 days ago
No one knows if Baupost is part of the consortium bidding for the assets, if that is the case then the Debtor and major Creditors are hand in glove to thwart an open bidding. It is corruption to the core.
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GAN 2 days ago
I think the whole thing is fraud. They shorted at 1.40/1.50 during that spike from One account and covering it now to close out their position.
Sec needs to investigate this fraud perpetrated by both Orex executives and Baupost
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ALL IMO
FredKerx
8年前
The following, in my opinion, as always..
For those of you thinking that the “merger” might not happen, words of caution — it will happen. Folks, if anything, you must understand one thing. The “merger” is the path forward for the “mafiosos”, no ifs, ands, or buts — and the table has been set for Keryx Biopharmaceuticals, Inc. (the company) to disappear as we know it and re-appear under the name Akebia Therapeutics, Inc., along with Keryx’s assets. That whole pro forma mumbo jumbo of KERX shareholders owning 50.6% of combined company with AKBA shareholders owning 49.4% is nothing but a mathematical equation which means squat. Sorta like a mathematical ploy to sell KERX shareholders the idea that — you’re losing 62.57% of your holdings in the transaction, BUT, you now own majority 50.6% of the combined company. All 50.6% means is that, after “hijacking” some 97M of the 155M fully diluted KERX (conv. notes), the remaining 58M shares will be converted to AKBA shares which, along with AKBA’s current 57M O/S equates to MERGED AKBA at 115M O/S — KERX converted 58M shares represents 1M shares more than the 57M AKBA shares, so KERX shareholders own majority of combined company.
Yeah right, a croc (just goes to show the bamboozle continues, they don’t give a ......) — to begin with, as we speak and given the pps take down with “merger” announcement and continued “pressure”, suspect KERX ownership by Baupost, Abrams, and the “group” i.e. BlackRock, Vanguard, Fidelity, State Street etc. lies somewhere in +/- 75% range if not higher and increasing as/if KERX holders continue to sell, small funds and retail, potentially. So who exactly are the KERX shareholders which will own 50.6% of combined company? haha
As illustrated with post from a few days ago, AKBA’s current 57M O/S is locked-up by some +/- 15 entities (including 3 Big Pharma). When “merger” is executed, MERGED AKBA’s 115M O/S will be locked-up by Baupost & friends with Baupost being the major holders with 20%+ ownership.
Look Baupost, we the minority shareholders have been fkd. Many years invested and we have squat to show for it — and now the “merger”. Baupost and friends, IMO, have been making $$$ all thru the process of clinicals, approvals, and everything else employing annorgaized short trade operation. As posted to Michele yesterday, IMO, Baupost is riding free and even green. Baupost will own 24M new AKBA shares (KERX 61M converted + 4M free x .37433) or 20.8% of new AKBA 115M O/S — Baupost will own new AKBA 24M sgares plus whatever AKBA open market Baupost is buying as we speak. I’ll wager Baupost will end-up
owning no less than 40M new AKBA. After all, who’s to say no, it is Baupost who’s delivering the real worth to AKBA ?? Ferric Citrate turn-key ready already well into commercislization in U.S. and ready to light on fire in EU.
With the exception of a few, you people are like mummies. Thinking of switching over to the “hooligan” side — at least they drink piña coladas at Trader Vic’s and their hair is perfect. (those punks need someone like me, they suck at what they do, have singlehandedly exposed their stupid ahhhzzz).
Later — fu&$%%#
ALL above, in my opinion, as always..
FredKerx
8年前
@Michele Your post reads..
“I feel that we been kept in a trading range of $4 to $5 on purpose.”
That is exactly right, and kept in that range on purpose to keep KERX’s market cap in a range for a proposed “merger swindle” which was planned a while ago, in order words, by design — IMO.
But here’s the absolutely compounding “criminal” part of it all — IMO. Even with KERX’s manipulated artificial and by design market cap at $540M (haha), as per the “cooked-up” pro forma which takes KERX O/S of 120M multiplied by $4.48 closing price on 6/27/2018 day before proposed “merger swindle” announcement (haha)— even with KERX’s market cap at $540M and AKBA’s market cap at $590M (and this without considering Baupost conv. notes of 35.6M at $4.63 conv. price or addtl. KERX equity of $165M) — in order words, with KERX at $705M valuation vs AKBA’s $590M, from where do these “mafiosos” come-up with a conversion ratio of .37433 which makes it nearly the equivalent of 3 KERX shares for 1 AKBA share.? Oh right, AKBA has $400M is cash (haha). Oh really, and what are some 97M shares wiped-out with conversion ratio worth!
Not to mention, the difference between KERX’s science asset Auryxia approved in U.S. and EU, well into commercialization in U.S. — versus AKBA’s science asset still in clinicals, another $100s of millions needed to be invested to finish clinicals, years away from commercialization, and with a competing drug which will potentially be brought market 1-2 years prior because you have just recently delayed finishing clinical data read, also with strong clinical results, possibly a superior drug to yours. And to add insult to injury, at the other side of the transaction, KERX shareholders would face 100% dilution with their converted MERGED AKBA shares.
That is like if you had $1 million and I had $1 million, and in order to buy off your $1 million at the cheap (steal), I converted your $1 million to $373 thousand, then borrowed $373 thousand to add to my $1 million, proposed to merge you with my now $1.373 million, told you that in exchange for your $373 thousand I’d give you the equivalent to 50.6% of my $1.373 million in shares. (50.6% being the BS KERX ownership of “cooked-up” pro forma). So after you being wiped-out $657 thousand of your $1 million, in addition, you would have to deal with the $373 thousand in debt as part of the $1.373 million merged enterprise, which I borrowed to make you believe that your $373 million remaining is being compensated.
Michele, the “merger” is the swindle of all swindles, designed to purposely “hijack” 62.57% of your KERX holdings and “hijack” KERX the company and Auryxia its technology.
This monumental swindle will be fought off if insisted upon.
ALL above, in my opinion, as always..
FredKerx
8年前
UNABLE TO POST THE FOLLOWING ON YHOO BOARD, SEEMINGLY BLOCKED.
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Fellow shareholders, does it really matter who or what is behind curtain #3 in proposed “merger swindle”?
Scenario 1 — Fresenius behind piecing together a company.
Scenario 2 — Sanofi behind piecing together a company.
Scenario 3 — Neither Fresenius or Sanofi — and what’s behind is Baupost, Butler, Renaud (Translate Bio), Heiden (AMAG) all inter-related in the piecing together a company while signing agreements with Big Pharma. Bauposts interests would be aligned as financing arm as needed in exchange for amassing fortunes via trading activities, both, on long and short side. Butler, Renaud, and Heiden as bio execs arms to run company being pieced together with Big Pharma agreements (Madison is out and well “paid to play” IMO).
The relationship between Baupost and Butler is clear ever since Baupost injected Butler into KERX’s BOD and now with proposed “merger swindle. The relationship between Baupost and Renaud is clear ever since the Idenix deal and now with Translate Bio. The relationship between KERX/Baupost and AMAG/Heiden is clear with Greg Madison, Scott Holmes, Amy Sullivan, Melissa Bradford/Klug all joining KERX from AMAG. Additionally, you have Helen Milton, AMAG VP Regulatory Affairs, ex-KERX VP Reg. Affairs, who was in charge of Auryxia/FDA affairs and then switched over to Feraheme/FDA affairs, and other connecting dots.
There are a couple of “loose ends” that will be telling to complete picture once the outcome is known — 1)Who will be partner for Auryxia in EU and, 2) Who will be CEO of RMTI. Why RMTI? — because a potential AMAG/RMTI “merger swindle” a la KERX/AKBA with Heiden as CEO of combined company (like Butler of combined KERX/AMAG) cannot be discarded as being in the cards. Now, given all is sorta being exposed, the “mafiosos” might have to “switch things around” and employ other mechanisms so as not to be too obvious. Btw, did you all see the latest in the RMTI legal battle saga between Chioini/Klema and RMTI’s BOD who ousted them? It appears RMTI’s BOD lawsuit against Chioini/Klema was dismissed among other developments. See RMTI’s latest 8-K filing dated July 11 th as follows..
a18-17201_18k.htm
Folks, the point is, it really doesn’t matter who or what’s behind the KERX bamboozle going on 4+ years. The matter at hand is the “merger swindle” which is aimed at “hijacking” 62.57% of KERX shareholder holdings, “hijacking” KERX the company, and “hijacking” KERX’s blockbuster potential science technology Ferric Citrate — in serious and unconscionable detriment of KERX shareholders. The “merger swindle” vis a vis the livelihood of KERX shareholders is the matter at hand. The rest, the bigger picture, of whether it’s Fresenius, or Sanofi , or whoever/whatever behind curtain #3 just revolves around it and will only serve important in, “the prosecution intends to prove”.
What good does it do KERX shareholders to know or surmise that, “it’s Fresenius behind” or “it’s Sanofi behind”, or whoever/whatever behind curtain #3. That’s not the important matter at hand.
The KERX/AKBA “merger”, as we know it today, needs to be STOPPED. Certainly, the .37433 conversion ratio is the swindle of all swindles and UNACCEPTABLE — among other terrible things, it wipes-out some KERX 97M shares (among them 62.57% of yours and mine) and some 11.8M shares of KERX short interest.
ALL above, in my opinion, as always..
FredKerx
8年前
THIS POST WAS BLOCKED ON THE YHOO BOARD.
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So Sanofi is fetching $2.2 billion for its EU generics unit Advent.
With 115 million O/S, $2.2 billion for MERGED AKBA would fetch $19/share and suitor would get both companies and science technologies.
$19/share would equate to $7.11/share for KERX pre-merger.
If suitor acquired KERX today for $7.11/share, with 155 million O/S fully converted, suitor would pay $1.1 billion.
So at $2.2 billion for both companies, basically, suitor would be paying $1.1 billion for each company, meaning, AKBA would be valued equal to KERX which is preposterous.
But, here’s the thing — if KERX were to be acquired today for $2.2 billion, with 155 million O/S fully converted, that would equate to $14.19/share which is the low-end of KERX’s true value. That is to say, if KERX shareholders received $14.19/share for their holdings today, they could at least say they were made good after all the suffering and pain for YEARS.
But NO, in the scenario of $2.2 billion for MERGED AKBA, the suitor gets 2 companies. In other words, one could say the suitor is getting one company for free since KERX alone is worth $2.2 billion.
That my friends is a hypothetical scenario of what the .3743 conversion ratio swindle potentially amounts to, suitor getting one company for free — courtesy of longtime suffering and bamboozled KERX shareholders.
As for AKBA shareholders, they would receive $19/share for 100% of their shares, not 37.43% of holdings with would be the case for swindled KERX shareholders.
Btw, $2.2 billion for KERX, basically equates to Auryxia valuation of $700 million peak sales with a 3X multiple which is quite reasonable and potentially real with both, hyperphosphatemia and IDA indications in U.S. and EU.
The “merger” is the swindle of all swindles for KERX shareholders — nevermind the shorts potentially getting “off the hook “.
ALL IMO
FredKerx
8年前
Folks, the following my take, based on my opinion and way I see and break-down the proposed “merger swindle”.
When one public company acquires another, stockholders of company being acquired are compensated for their shares. This can be in form of cash or shares in company doing the acquiring, or a combination of cash and shares. Either way, shares/stock of company being acquired CEASE TO EXIST.
Using above as underlying mechanics, in KERX/AKBA proposed “merger” swindle, KERX would be company being acquired, hence, KERX shareholders would be the ones being “compensated” not AKBA shareholders. As such, KERX shares will effectively be replaced in your brokerage account(s) with a certain number of MERGED AKBA shares. As you know, the ratio of KERX to AKBA shares would NOT be one to one. The proposed conversion ratio from the dungeons of hell equates to .3743 KERX shares to 1.000 AKBA shares. What this means is that 62.57% of your KERX holdings will be subtracted, taken away, and remaining 37.43% will be converted into MERGED AKBA shares. For example, if you own 5000 shares of KERX today, upon execution of proposed “merger swindle”, your 5000 shares of KERX will become 1871.5 shares of MERGED AKBA. At this point, forget KERX shares, they CEASE TO EXIST, you now own MERGED AKBA shares which would be worth whatever price per share MERGED AKBA is trading at as per dictated by MR. Market and accompanying manipulators. (this is key to keep in mind to understand that what Robert H is peddling is snakes oil).
AKBA shares today are trading at around $10/share with AKBA at 57M O/S or market cap of $570 million. Upon execution of proposed “merger swindle”, MERGED AKBA O/S would increase from 57M to approx. 115M shares, in other words, AKBA is acquiring/“merging” KERX to form new MERGED AKBA by simply issuing 58M AKBA shares. No cash, no REAL price/based transaction. The pro forma valuation Robert H is peddling is “cooked-up” STEMMING FROM a .3743 conversion ratio which effectively “hijacks” 62.57% of your KERX shares which NO VALID no relationship whatsoever between Auryxia with FDA approvals, EU, approvals, and well into commercialization vs Vadadustat still in clinicals years away from commercialization — yet, it is KERX shareholders taking a big hit ( pro forma means assumed, forecasted, informal calculations, not a certainty).
So what would be the price per share at which MERGED AKBA shares would be trading upon execution of “merger swindle”? Would it be dictated by the “cooked-up” pro forma valuation which Robert H is peddling or by whatever price per share is dictated by Mr. Market and accompanying manipulators? Me thinks the latter.
So, will MERGED AKBA shares be trading at say, the same $10/share that AKBA is trading today which, btw, at 115M O/S would equate to MERGED AKBA at &1.15 billion market cap (with KERX having been merged INTO AKBA) not the $570 million AKBA market cap of today. Will Mr. Market and accompanying manipulators factor-in the value of KERX (the company and its technology) thus appreciating MERGED AKBA’s price/share? —Or will AKBA’s and KERX’s price/share appreciate prior to proposed “merger swindle” only for MERGED AKBA to take a hit post “merger swindle” reflecting the increased O/S from 57M to approx.115M shares? You see folks, normally, the acquiring company, in this case AKBA, takes short term given either giving-up lots of cash or diluting or a combination of both.
Today, if you own 5000 shares of KERX and KERX is trading at $5/share (haha, here’s swindle variable #1, KERX should be trading at no less than $10/shares but, guess what, even with IDA approval, or Innovator Award, or breaking late-breaking abstracts, or God himself buying KERX, KERX’s pps has been held “hostage” for over 8 months since IDA approval, now you know why, IMO) — if you own 5000 shares of KERX and KERX is trading at $5/share, you’d have $25,000. But, with proposed “merger swindle”, you would own 1871.5 of MERGED AKBA shares which , if trading at $10/share, you’d have $18,715 not $25,000. MERGED AKBA would need to be trading at $13.36 to equate the same $25,000.
Robert H is posting about MERGED AKBA trading at pro forma valuation of KERX + AKBA market cap — bunch of CROC. The MERGED AKBA would not be trading at KERX + AKBA pro forma market caps as a mathematical certainty, but rather, as dictated by Mr. Market and accompanying manipulators.
But’s let’s suppose that Mr. Market and accompanying manipulators, either prior to or post “merger swindle” appreciate AKBA (prior to) or MERGED AKBA (post) to $18/share in recognition of KERX/Auryxia’s worth. Well guess what, who’s to say that $18/share is not fertile ground for the “mafiosos” to once again crank-up the short operation machine aimed at once again generating short profits, while bamboozle shareholders again, rinse and repeat, while shaking shares and getting ownership of the newly issued 58M shares employed to “gobble-up” KERX (they already control 75%+ of the current AKBA 57M O/S)? Funny, with proposed “merger” swindle and merged AKBA taken to $18/share scenario — it would be exactly how it “worked out” for KERX shorted from $18 AND RMTI shorted from $18. The aim would be to take control of both companies which have been rolled-up into one, while KERX shareholders get “swindled” out of 62.57% of holdings.
Look folks, Robert H is attempting tto peddle a load of CROC to confuse you with pro forma valuation and this is my favorite from one of his posts — “the conversion ratio is to get the number of shares equilibrated to the 51/49 split” (hahahaha).
The 51/49 pro forma split is meant to make it look like KERX has majority ownership of MERGED AKBA when , in practice, effectively, with “merger swindle”, KERX CEASES TO EXIST — the pro forma valuation and split, in practice, effectively, means squat for KERX shareholders of today. KERX shareholders would not own 51% of MERGED AKBA or any other mumbo jumbo — that’s pro forma. In reality, in practice, KERX shareholders would simply own MERGED AKBA shares which will be 62.57% LESS shares of KERX shares owned today, and which value would be effectively dictated by Mr. Market and accompanying manipulators.
It would be perfectly valid consideration that a probability factor as high as 99.9% can be considered to describe the .3743 conversion ratio as a machination employed aimed at one thing and one thing only, to erase 62.57% of KERX shareholder holdings, a swindle of all swindles, with intent to “hijack” Keryx Pharmaceuticals, Inc. and its blockbuster potential, Innovative Award winning, multi-billion addressable market, science technology Ferric Citrate — by a group of bonafide “mafiosos” who, while amassing a fortune in short profits for YEARS and subjecting unsuspecting KERX shareholders to YEARS of financial and psychological suffering, and after issuing some 65 million KERX shares with proceeds of some $550 million spent to advance company, ALL groundwork and structure, and blockbuster Auryxia to turn-key ready status, now want to “hijack” 62.57.% of shareholder holdings, “hijack” the company, “hijack the science”, roll it into the AKBA enchilada via a so called “merger” from the dungeons of hell, AKBA a company with a drug candidate which is years away from selling $1 IF approved, with $400 million in cash which will be burned at the stake of end stage clinicals, with delayed end clinical results falling back 1-2 years behind Fibrogen’s Roxadustat.
Any numbers employed in an attempt to mixture-up a mathematical concoction of pro forma valuations and pro-forma equity between the 2 companies which stem from an underlying conversion ratio of .3743, is nothing but “witch doctor” criminal practice which authors should face any and all chambers of the justice system and be punished accordingly for being the despicable “mafiosos” they truly are, dressed-up in Valentino threads trying to camouflage their deranged greed and scumbag cruelty at the expense of the very people which put their trust in them.
Screw that, a million times screw that — let them put the official paperwork on the table if they choose to insist on taking this to the ultimate — and let’s get it on!
Finally, here’s another favorite from one of Robert H’s posts — “Contacting a lawyer because you think that is a huge mistake.” Ladies and gentleman, Robert H is a piece of work, and one that you can trust as much as you can trust a former Gucci authentic women’s handbags salesman on Canal Street in NYC.
ALL above, in my opinion, as always..
FredKerx
8年前
(The following post seemingly blocked on Yhoo board)..
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@KEL Think you might be reading too much into KERX trading at premium vis a vis .3743 “merger” conversion ratio, but, you never know, lots on table for KERX BOD to think about —IMO.
On June 28th, day “merger swindle” was announced and pps taken down to $3.63, 9.9 million shares traded. Since June 28th, another 13 million shares traded.
KERX shares are being accumulated at cheap by “mafiosos” looking to advance ownership control/voting rights — IMO.
KERX trading higher points to buying pressure likely responding to continued accumulation from “mafiosos” — shares coming from shaking weak retail, traders, and funds with $5 “penny stock rule”.
We’ll see if your you’re reading into KERX premium visca vis AKBA has any veracity. Three upcoming key variables to look-out for..
1– Short interest at July 13th and July 30th..
2– 2Q2018 financial results cc
3– Aug. 15th Nasdaq Institutional report.
Into MONTH 9 since IDA approval (Nov. 7, 2017), so happens coinciding with same day 3Q2017 cc (original announced date changed) with guidance withdrawal and missing on increased revenue guidance from prior 2Q2017 cc, followed by coinciding with tax loss selling, etc. — all coincidence? Btw, KERX’s pps take a hit from $6.23 to $5.15 and held “hostage” ever since — IMO
Less than 2 months prior to “Black Tuesday”, Nov. 7, 2017, Butler resigns ( no reason given), on April 30, 2018 Madison resigns (no reason given), on June 28, 2018 Butler te-surfaces with proposed “merger swindle” announcement and proposed CEO of merged company, when and if “shoved down out throats” — IMO
Lots “on the table”, KEL, during past 11 months, not to mention past 31/2 years.
ALL above, in my opinion, as always..
FredKerx
8年前
psea 9 hours ago
@Chris it's already been forwarded to an attorney. Just amazes me investors don't see how small of a pie we get w/ Vifor and Otsuka taking their parts.
Shameful mgmt only pitched the upside....in 5 yrs...possibly.
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@psea ALL following as per my hypothetical analysis and IMO.
The KERX/AKBA “merger”
swindle should have NEVER been proposed — they screwed-up BIGTIME. The correlation between the 2 companies is TOTALLY out-of-whack. KERX with twice FDA approved and EU approved blockbuster potential Auryxia well into commercialization and ALL structure in place — while AKBA with Vadadustat still in late-stage clinicals YEARS away from commercialization., IF APPROVED. What is happening is that they are trying to shove/cram this “merger” swindle to fit their schedule and timing for execution of end game at year-end 2018. They are trying to shove/cram “merger” swindle down everybodies throat employing AKBA’s $400+ million cash in balance sheet as “bait” to camouflage the fact that the “merger” swindle is TOTALLY out-of-whack.
Let me explain as follows, again, as per my hypothetical analysis and IMO.
The original plan for merging KERX mid-year 2018 was never AKBA, it was RMTI as had been posting since months ago. You see, the correlation between KERX and RMTI is NOT out-of-whack, it’s much more sellable in terms of employing a “merger” swindle. RMTI has 2 FDA approved drugs (Triferic the important one, Calcitriol the other) and 52 million O/S. A KERX/RMTI “merger” swindle with similar if not same criminal conversion ration of .3743 (again, RMTI at 52 million O/S) was originally planned and would have been sold as RMTI having 2 FDA approved drugs versus KERX’s one with Triferic also having blockbuster potential.
But the crooks ran into a quagmire when they ousted RMTI’s CEO Chioini and CFO Klema via RMTI’s BOD with has recently designated new Directors (you need to have knowledge of RMTI’s story is to fully understand) — the quagmire is that Chioini and Klema were/are fighting back in Court of Law and a BIG legal mess prevails at RMTI which will potentially take MONTHS to resolve absent an agreement between 2 parties in legal battle.
Sooo, the KERX/RMTI merger became NOT DOABLE as planned and, again, they’re running on a schedule — so the shoved, crammed, TOTALLY out-of-whack KERX/AKBA “merger”
swindle was born.
The sheet runs DEEP, they screwed-up BIGTIME, and the KERX/AKBA “merger” is the swindle of all swindles, Your write-up is excellent, on point, but understand, the sheet runs DEEP and it will hit the fan if they don’t take a step back.
Let the thumbs-down commence.
ALL above, in my opinion, as always — hypothetical analysis
PSea
8年前
Attempted to post this on Yahoo, but their forums BLOW...
I just wanted to outline some key points here that shareholders should seriously consider. I’ll start this at a random date 5/1.
5/1/17 Butler is KERX's Chairman & AKBA's CEO/President
5/15/17 AKBA, under Butler's leadership, signs a deal w/ Vifor. Vifor is 45% owned by Fresenius (FRE) who has 40% of the dialysis market in the USA. Let’s look at how much of Vadadustat’s sales “we” are getting.
AKBA has a profit share w/ Vifor. The SEC filing states, “Akebia will receive a majority of the profit from Vifor’s sales of vadadustat to FKC in the Territory”. Is it 51%/49% or is it 90%/10%? There’s no mention in the SEC filing. Now, after Vifor takes it's cut, the remainder of the income is split 50/50 w/ Otsuka Pharma (See 12/18/16 SEC filing): “the parties will equally share all net sales of vadadustat in the Territory, and each party will bear half of all costs in the Territory (including medical affairs, commercialization and manufacturing costs).. AKBA gets the remainder that would be split w/ us.” So we get 37% (KERX shareholders are getting 37% of the combined companies upon completion of the merger) of the 50% AKBA keeps after giving some unknown % to Vifor. Woohoo. Any surprise mgmt forgot to mention this? We just gave up 2/3 of KERX to get a minority interest in a drug that’s HOPEFULLY APPROVED and split multiple ways before hitting “our” bottom line.
Now, Vifor has an EXCLUSIVE right to sell Vadadustat in the dialysis market and in return for granting that right, we can’t sell to the rest of the dialysis market. So kiss 60% of that market bye bye. Recall FRE has a 40% market share. Great, huh? At least it can still be sold in the non-dialysis market. Per AKBA 8K: “Akebia retains all rights to commercialize vadadustat for use in the non-dialysis dependent CKD market and in other dialysis organizations in the Territory, which will be done in collaboration with Otsuka following FDA approval.” So we’re at a major disadvantage from DAY 1. Keeping 100% of Auryxia is sure sounding better to me.
Let me stress the above again and use a hypothetical market size of $1bil for Vadadustat. First, subtract 60% due to the exclusivity. We’re now at $400mil. Then Vifor takes its share. Let’s assume worst case scenario (49%) because we (I) just don’t know what that split is other than what’s mentioned above in the SEC filing. Subtract another $196mil. That leaves us $204 mil. But now Otsuka gets their 50%. We’re now down to $102 mil and since we are only a 37% owner, our piece of the pie is $37.74 million. What are Auryxia sales at right now? In q3 we did $21.75 mil (almost double YoY). So my guess is that we would have come close to doing $100mil this yr in revenue. AKBA now gets 63% of it. You PO’d yet? Now granted I used the worst case scenario for the AKBA/VIFOR split. However, if you run the same scenario using a 90/10 AKBA/VIFOR split, the net number to us is still only $59.2 mil. So they get 2/3 of our 100mil and we get 59 mil of vadadustat only if A LOT of assumptions follow through. Ridiculous.
I’ll remind you again. There’s no guarantee Vadadustat gets approved. But it’s a sure thing that AKBA keeps 63% of Auryxia sales, which will also be the sole source of steady income for at least THE NEXT FIVE YEARS, since that’s how long I estimate it takes for Vadadustat to generate income of any significant value.
But wait. It gets better!
7/13/17 FRE (Vifor’s 45% owner) petitions the FDA to deny the pre-ckd label for Auryxia. Ya can’t make this stuff up. Our proposed partner’s partner who has 40% of the dialysis market and sells 2 competing products (to Auryxia) doesn’t want Auryxia sold to the pre-CKD market. Did we get any assurances that they would allow Auryxia to be marketed to their pre-ckd patients? Anyone? Anyone? Not that I’m aware of. (Ferinject & Venofer are the drugs’ names). Ferinject is an intravenous iron product. So it would definitely suffer from Auryxia’s proliferation. I guess KERX mgmt just forgot to mention this little tidbit. Upset yet? You should be.
Care to guess what are stock price was at when FRE filed their petition w/ the FDA? How about the mid $7’s. After that letter we went back to the low $4’s. 2 months later Butler resigns. 5 months later bylaw amendments are filed.
9/30/17 Butler resigns from his Chairman position at KERX.
12/19/17 KERX files amendments to its Bylaws (w/ SEC) which appears to strengthen the BoD’s position. We don’t know what prompted this, but I believe there was an internal power struggle occurring and I think Madison was against this transaction. Why? He leaves and this deal gets announced shortly after. Hard to believe it’s just a coincidence.
6/28/18 AKBA/KERX merger announced. KERX shareholders lost $100 mil +/- for the privelege of losing 2/3 of our company. Unreal. We were so close to being cash flow positive, growing 20% every quarter and would have had a MUCH higher valuation w/ net cash flow. This transaction is awful.
KERX management clearly didn’t have shareholders’ interests in mind when they signed this “deal.” It’s a complete ripoff designed to provide big payoffs to KERX mgmt in the form of expensive severance packages so they can walk away fat and happy.
If you are a large retail shareholder, 10,000+ shares, I strongly urge you to reach out to an attorney. We got it stuck to us. If we win, it’s likely insurance pays the attorney bills. You don’t pay a dime. I reached out to Weiss. I don’t care who you reach out to. I just care that you take some action.
FredKerx
8年前
Folks, my posts on KERX Yhoo board are being blocked like never before — other posters have communicated that some of their posts are also being blocked. Have to repeatedly go thru this platform, IHub, and post IHUB links on Yhoo board. My understanding is, as per what have read and been told, that it’s highly likely KERX Yahoo board and boards of other stocks are controlled by moderatorship in the hands of secret corporate and hedge funds interested in misleading the average investor. It appears the same on RMTI board with ID’s which seemingly, although different, have similarities in more ways than one.
The KERX board, for years, seems to have be affected by an army of ID’s which, IMO, employs all sorts of what I call “screenplays” designed and aimed to deceive, mislead, distort, and bamboozled the average investor, potentially, in collusion. It appears that the people behind the moderatorship are blocking posts.
Click on the link below — yet another example of how Auryxia’s science is being while a “merger” swindle of all swindles intends to steal 62.5% of shareholder holdings. Some have pointed out the continued high level of R&D expeditures which appear in company quarterly financials. Well, the science is being advanced, potentially, quietly without disclosure to shareholders — IMO
Take a look at link below..
http://ow.ly/RHkZ30kFS72
ALL IMO
p.d. @Michele Excellent post. Keep in mind that Auryxia sales may have been purposely “held back” in past years, reason for a paltry $90+ milllion during 2015, 2016, and 2017 combined, in other words, in the hands of Big Pharma, say Sanofi/Genzyme, Auryxia sales would QUICKLY, not years, reach a level of sales multiple times what you see today — IMO
FredKerx
8年前
Last night posted a series of posts related to Auryxia’s science (Ferric citrate). Take a look, all links provided are recent — a couple disappeared.
Look folks, Auryxia is a monster potential drug, been telling you this forever. Think — Renvela was selling $1 billion just as phosphate binder, without IDA. Auryxia with IDA is easily, on LOW end, $500 million plus yearly sales drug. Using a 4X multiple, that’s $2 billion valuation which, at 155 million shares O/S converted, equates to 13/share, at $750 million yearly sales equates to $19/share, at $1 billion yearly sales equates to $26/share — IMO
And only reason price per share based on above projected valuations is not higher, at $30, $40, or $50 a share, is because of the high O/S which, as have been telling you, is a result of issuing some 65 million shares during 2014, 2015, 2016, and 2017, with proceeds of some $550 million spent to get company and Auryxia to turn-key ready status in U.S. and EU., mind you, the $550 million spent includes all hefty compensation, benefits, and bonus packages awarded to execs and BOD throughout the years, “payed to play” sort of speak — IMO
(Btw, take a look at the O/S of AKBA, RMTI, and AMAG — that’s 57 million, 52 million, and 34 million shares respectively, versus 155 million shares for KERX. Now why do you think that is????)
Now, via a criminal “merger” swindle machination, the crooks want to disappear 62.5% of shareholder holdings. Mind you, the slow launch, slow sales team development, slow ramp-up in sales, the bs $90+ million sales in 3 years (what Renvela was selling in 2 months not 3 years) is potentially by design — IMO
Folks, you have been getting royally screwed for 31/2 years since Auryxia launch, while the crooks have been amassing shorts profits at the expense of “assasinating” advancement of company’s market capitalization/share price, employing corrupt machinations of all sizes, colors, and flavors, and now, they want to “rape” you and steal 62.5% of your shares — IMO
So, what are you going to do? Are you just going to sit there and allow yourselves to be “raped” after getting royally screwed for 31/2 years?
Pick-up the phone and make a call!..
ALL above, in my opinion, as always..
FredKerx
8年前
It appears they took down the class action lawsuit Relypsa/Butler post from Yhoo board which had posted and had received 7 thumbs-down prior to the post being taken down). They also took down an IHub link post which had to post thru IHub since my posts were getting blocked. The IHub link post read, “Don’t swallow what the crooks are desperately trying to feed you”
Here’s the content of the Relypsa class action post with 7 thumbs down which vanished (re-post if you will), as follows..
_______________________
Back in August 2016 a group of Relypsa shareholders filed a class action against Relypsa’s BOD — not first time John P. Butler would be involved in class action if class action were filed against Keryx/Butler for forcing a “merger” swindle.
Remember, BOD of both, Keryx and Akebia, have already unanimously approved the transaction.
_____________________________
“DANNY LU, Individually and on Behalf of All Others Similarly Situated, Plaintiff,
vs.
RELYPSA, INC., Daniek K. Spiegelmn, John P. Butler, Paul J. Hastings, Kenneth J Hillan, M.B.Ch.B., David W.J. McGirr, John A. Orwin, Thomas J. Schuetz M.D., Ph.D., and Helen Torley, M.N.Ch.B., M.R.C.P.,
This shareholder class action arises because Relypsa’s board forced through a sale of the Company in order to reap personal benefits they negotiated with the Buyer to the detriment of Relypsa’s public stockholders. The Board pushed through a merger pursuant to which the Buyer plans to acquire 100% of the outstanding shares of Relypsa common stock through an all-cash tender offer (the “Tender Offer”) followed by a second-step merger (the “Proposed Transaction”). The Buyer has offered Relypsa investors $32.00 per share in cash, or a total of approximately $1.53 billion (the “Offer Price” or “Merger Consideration”). The Agreement and Plan of Merger, is dated July 20, 2016...............
Page 17 of the Recommendation Statement indicates that “[o]n May 22, 2016, John Butler, a member of the Relypsa Board, delivered an e-mail to Mr. Spiegelman, Mr. Orwin and Ronald Krasnow, Senior Vice President and General Counsel of Relypsa, stating that, at that time, Mr. Butler intended to recuse himself from the meeting of the Relypsa Board on the following day and any future discussions to the extent they related to Galenica’s proposal to acquire Relypsa or any related transaction process.” The Recommendation Statement wholly fails to explain, however, why Mr. Butler recused himself and whether he believed he may have a conflict of interest in connection with the Proposed Transaction. Therefore, this information is necessary to ensure the statements related to Mr. Butler’s recusal are not false and misleading.”
_____________________________
As some of you know, while Butler on Relypsas’s Board, Sanofi entered into 2-year agreement by which Sanofi's nephrology sales force to complement Relypsa's efforts to commercialize Veltassa in U.S. As a result, much speculation on Sanofi acquiring Relypsa, including analysts.
When Relypsa and Vifor Pharma (Galenica Group) announced merger agreement it was deemed unexpected by many, looked upon upon as Vifor Pharma swooping Relypsa from under Sanofi to add Veltassa to its renal arsenal.
Relypsa’s Director Butler RECUSED himself from any meeting and discussions related to Galenica’s (Vifor Pharma’s parent company) proposal to acquire Relypsa or any related transaction process.
Sooo, why did Butler recuse himself from having anything to do and from voting on deal in favor of Vifor Pharma? Would he have voted in favor if it had been Sanofi? As Relypsa BOD Director, was Butler pushing for a Relypsa/Sanofi deal?
Keep in mind, Butler held various positions at Genzyme Corporation, now Sanofi, from 1997 to July 2011 — notably, Butler served as president, general manager of Genzyme’s Renal Division, which grew from $150 million to more than $1 billion in revenue under his leadership. (Renvela).
ALL IMO
FredKerx
8年前
(Could not post the following on Yhoo board, seemingly blocked)
Folks, do not lose sight of the fact that Sanofi/Genzyme had a $1 billion renal franchise, top profit generator for company, dominated renal space for over a decade, global infrastructure in place — that franchise well into facing demise due to generics and industry
advancements.
Furthermore, Sanofi/Genzyme has known this was coming years ago. Have they, are they, just rolling over and playing dead with a top profit generator franchise in demise with global infrastructure in place and more than a decade dominating the renal space?
Look folks, if Vifor Fresenius got ahold of Auryxia and Vadadustat, AND Triferic, they would have a monopoly in the renal space sorta speak. This is not likely to happen, not on Sanofi/Genzyme watch — IMO.
Have not read or heard anything indicating Sanofi/Genzyme retiring from renal space. In fact, in their last quarterly cc, CEO Brandicourt spoke about having $7 billion for continued m&a. Furthermore., Sanofi/Genzyme is expected to close deal on sale of its EU generic division (Advent) for some $2.5 billion in upcoming months.
Now, can someone answer the following question — why does Keryx have so many ex-Sanofi/Genzyme execs and Directors (Regan/Enyedy) at Keryx (including the late Madison), mind you, all top Sanofi/Genzyme ex-execs involved in having built Renvela into a $1 billion renal franchise — why? Butler, along with Regan, Enyedy, Madison, all involved in buiding Renvela into a 1 billion top profit generator. Is Sanofi/Genzyme out of the picture — I say, no way.
Yesterday, “hooligan” Dave/Duke (Duke on the RMTI board, IMO), peddled alot of convoluted concoctions on this here board; personally, trust him like I trust Keryx/Akebia looking out for shareholders best interest — ZERO!
ALL above, in my opinion, as always..
FredKerx
8年前
(This post also seemingly blocked on Yhoo board)
@Anfuhrermitwut Add to post below this one Yhoo board (IHub link) the following..
Butler makes it to BOD of Relypsa (compound Veltassa for hyperkalemia, long standing disease of kidneys leading to kidney failure). While Butler on Relypsas’s Board, Sanofi enters into a 2-year detailing agreement by which Sanofi's nephrology sales force to complement Relypsa's efforts to commercialize Veltassa in U.S. — this on August 2015. So all speculative eyes on Sanofi acquiring Relypsa, including analysts.
On Oct. 2015, Relypsas’s Veltassa receives FDA approval. Now, speculation even greater on Sanofi acquiring Relypsa, including analysts. Butler continues on Relypsa’s BOD.
On Dec. 10, 2015, Keryx announces appointment of Butler to BOD. So, at this point, Dec. 2015, Butler has a seat on BOD of Keryx and Relypsa.
On July 2016, Relypsa and Vifor Pharma announce an agreement for Vifor Pharma (Galenica Group) to acquire Relypsa for $32/share or $1.5 billion, 47 million O/S.
So, unexpectedly, Vifor Pharma swoops Relypsa from under Sanofi to add Veltassa to its renal arsenal. But here’s the catch !!! — Relypsa’s Director Butler RECUSED himself from voting on the Relypsa/Vifor deal. So why did Butler recuse himself from voting on deal in favor of Vifor? Would he have voted in favor if it had been Sanofi? But wait, didn’t Butler sign a deal with Vifor 11 months later? Whoa Nelly!!!
What I’m getting at is this — IMO, so goes hypo, behind curtain #3 as its relates to “a plan”, by design, KERX/AKBA with RMTI in the wings lies Sanofi not Vifor Fresenius, as has always been discussed. The Butler vis a vis Vifor Fresenius agreement “song and dance” is a “smoke screen”, sort of speak, to divert attention away from Sanofi — IMO
Reason for my post yesterday referencing, pointing out, “hooligan” Zing’s post featuring the Akebia/Vifor agreement (post received 10 thumbs-up), and reason for my request to you to research the Akebia/Vifor agreement for an “out clause”. Btw, thanks for providing the info. on the IHub board — seems to
me that agreement can be easily terminated.
Also, if Sanofi behind curtain #3 which, IMO, is a given (again, why all the ex-Sanofi execs at Keryx?), funny how Butler was able to finagle an agreement with Vifor Fresenius a year ago and now re-surfaces with AKBA/KERX “merger swindle” with Sanofi being the likely player behind curtain # 3 — IMO. Did Butler, ex-SanofiGenzyme exec of many years and leader of Renvela worldwide, get inside scoop on VF?
Side Note: AKBA 57 million O/S, RMTI 52 million O/S, Relypsa 47 million O/S, AMAG 34 million O/S, KERX +/- 155 million O/S fully converted — see why my posts keep mentioning KERX taken from 90 million O/S pre-Baupost to +/- 155 million O/S with Baupost (placed almost entirely with Baupost) and mentioning $550 million spent to take KERX/Auryxia to turn-key ready while AKBA at 57 million O/S to implement .3743 conversion ratio swindle — RMTI at
52 million.
Like I said, IMO, all pieces of “a plan”, by design, seemingly falling into place — and a highly corrupt “a plan” at that.
Now here’s my fav from 6 days ago, day of “merger swindle” announcement..
Dave 6 days ago
So Butler came in, got what he needed
Struck a deal with Vifor and told them there’s more where that came from
In the meantime write a nasty gram about Auryxia to the FDA, that will keep them off our trail
Leaves, Freddy freaks
Butler calls him back to seal the deal, Butler says yes, but Bow Tie Tony, Opie and Adams have to go.
I’ll get to work on EU.
_____________________________
Oh boy!
ALL above, in my opinion — hypothetical
FredKerx
8年前
(Note: This post was blocked from publishing on Yhoo board)
@Anfuhrermitwut Look at it this way — ALL IMO, hypothetical, as follows..
Sanofi/Genzyme (S/G) had $1 billion renal franchise, top profit generator for company, dominated renal space for over a decade, global infrastructure in place — said franchise well into facing demise due to generics and industry advancements.
S/G has known this was coming years ago. So, did S/G just roll over and play dead knowing a top profit generator franchise was approaching demise?
Now, S/G’s fiercest competitor in renal space has been/is Vifor Fresenius (VF). If VF got a hold of KERX’s Auryxia, AKBA’s Vadadustat, AND RMTI’s Triferic, VF would have a monopoly in the renal space sorta speak. S/G would have to say bye bye to renal. Have not read or heard anything indicating S/G is retiring from renal in S/G’s last 3 quarterly cc’s since generics started coming to market. In fact, in last quarterly cc, S/G’s CEO Brandicourt spoke about having $7 billion for continued m&a. Furthermore., S/G is expected to close deal with sale of generic arm in EU (Advent) for $2.5 billion.
Now, S/G is a monster, $101 billion market cap company, BIG influential muscles throughtout i.e. banks, hedge funds, SEC, FDA, etc. vs Vifor $10 billion and Fresenius Medical Care $31 billion market caps. In other words, Sanofi is a powerhouse, 3rd largest pharma in the world. You know what they say — mess with the bull, get the horns.
What’s in play here are 3 drug compounds, Auryxia, Vadadustat, and Triferic, and potentially a 4th (Feraheme) to build a leading renal franchise.
So, whos’s behind curtain #3, S/G or V/F. Well, like I said, is powerhouse S/G going to rollover and play dead with $7 billion plus and 3rd largest Bengal Tiger in the global pharma game?
Now, you’ve had/have ex-S/G’s execs and Directors (Regan/Enyedy) at Keryx (including the late Madison), mind you, all top S/G’s ex-execs involved in building S/G’s $1 billion renal franchise — why? Butler, yep, ex-S/G top exec who along with Regan, Enyedy, Madison, all involved in buiding Renvela/Renagel into $1 billion top profit generator for S/G.
The story of “a plan”, by design, is one for the history books and this latest episode of “merger swindle”— well, let’s just say the machinations run DEEP. Potentially, you make it look like it’s S/G, then Butler signs with V/F, then Butler leaves, then Butler comes back, you make it look like it’s V/F, but it’s really S/G all along — Keryx, Akba, Genzyme, and Baupost HQ’s all located in Boston. What say you?
Meanwhile — while you have people jumping left right left right trying to figure out the “chess game”, you surface with a “merger swindle” to snatch 62.5% of holdings from Keryx shareholders. Why? — because Auryxia is BLOCKBUSTER drug, multi-billion addressable market, bigger than Renvela, Renvela on steroids, HUGE potential with IDA — soo, if you had to pay for what Keryx/Auryxia is really worth, you’d have to dig deep into your pockets and pay $3 billion PLUS, plus AKBA/Vadadustat, plus RMTI/Triferic. So what do you do? — you develop Auryxia to turn-key status by issuing some 65-70 million shares or $550 million, while you make it look like Auryxia is struggling, you keep market cap artificially low, you amass short profits, shareholder pain and suffering with their investment going nowhere, you do the Butler “song and dance” and, then f
the big blow, “merger swindle” to set stage for tske under. You employ AKBA with 57 O/S to execute .3743 inversion ratio swindle while to deal with Chioini and Klema over at RMTI to takeover that company — IMO
Potentially, RMTI was first but, given ongoing legal mess with that company, they went with AKBA first.
You following my friend? Btw, thanks for all your support and info. provided. (Folks, you can find posts from poster AnfuhrerMitwut over at the KERX IHub board. As per Anfuhrermitwut, hus Yahoo posts are getiing blocked.
“Merger” needs to be stopped.
ALL above, in my opinion, as always — hypothetical
KarlDieGlatze
8年前
10Q expanded data surrounding License Agreement with Vifor:
Vifor (International) Ltd. License Agreement
Summary of Agreement
In May 2017, the Company entered into a License Agreement with Vifor (International) Ltd., or Vifor, the Vifor Agreement, pursuant to which the Company will grant Vifor an exclusive license to sell vadadustat solely to Fresenius Kidney Care Group LLC, or FKC, an affiliate of Fresenius Medical Care North America, in the United States (the “Territory”).
The parties’ rights under the Vifor Agreement are conditioned upon the approval of vadadustat for DD-CKD patients by the FDA, inclusion of vadadustat in a bundled reimbursement model, and payment by Vifor of a $20.0 million milestone upon the occurrence of these two events. The Vifor Agreement is structured as a profit share arrangement between the Company and Vifor in which the Company will receive a majority of the profit from Vifor’s sales of vadadustat to FKC in the Territory. The Company will share the milestone payment and the revenue from the profit share with Otsuka pursuant to the Otsuka U.S Agreement. The Company retains all rights to commercialize vadadustat for use in the NDD-CKD market and in other dialysis organizations in the Territory, which will be done in collaboration with Otsuka following FDA approval.
Prior to FDA approval of vadadustat, the Company and Vifor will enter into a commercial supply agreement for vadadustat pursuant to which the Company will supply all of Vifor’s requirements for vadadustat in the Territory. In addition, Vifor will enter into a supply agreement with FKC that will govern the terms pursuant to which Vifor will supply vadadustat to FKC for use in patients at its dialysis centers. During the term of the Vifor Agreement, Vifor will not sell to FKC or its affiliates any HIF product that competes with vadadustat in the Territory.
21
Unless earlier terminated, the Vifor Agreement will expire upon the later of the expiration of all patents that claim or cover vadadustat, or expiration of data or regulatory exclusivity for vadadustat in the Territory. Vifor may terminate the Vifor Agreement in its entirety upon 12 months’ prior written notice after the release of the first topline data in the vadadustat global Phase 3 program for dialysis-dependent CKD patients. Either party may terminate the Vifor Agreement in the event of the other party’s uncured material breach. The Company may also terminate the Vifor Agreement upon the occurrence of other events, such as for specific violations of the Vifor Agreement or if there are changes in Vifor’s relationship with FKC.
Investment Agreement
In connection with the Vifor Agreement, in May 2017, the Company and Vifor entered into an investment agreement, the Investment Agreement, pursuant to which the Company sold an aggregate of 3,571,429 shares of common stock, the Shares, par value $0.00001 per share, to Vifor at a price per share of $14.00 for a total of $50.0 million dollars. The amount representing the premium over the closing stock price of $12.69 on the date of the transaction, totaling $4.7 million, was determined by the Company to represent consideration related to the Vifor Agreement. As the parties’ rights under the Vifor Agreement are conditioned upon (a) the approval of vadadustat for DD-CKD patients by the FDA; (b) inclusion of vadadustat in a bundled reimbursement model; and (c) payment by Vifor of a $20.0 million milestone upon the occurrence of these two events, in accordance with ASC 605, the Company cannot currently determine the extent of its responsibility to supply all of Vifor’s requirements for vadadustat in the Territory. Accordingly, the $4.7 million is recorded as deferred revenue in the accompanying consolidated balance sheets. Upon the satisfaction of the aforementioned conditions, revenue will be recognized as the Company supplies vadadustat to Vifor using a proportional performance method.
Vifor has agreed to a lock-up restriction such that it agrees not to sell its shares for a period of time following the effective date of the Investment Agreement as well as a customary standstill agreement. In addition, the Investment Agreement contains voting agreements made by Vifor with respect to the Shares. The Shares have not been registered pursuant to Securities Act of 1933, the “Act”, and were issued and sold in reliance upon the exemption from registration contained in Section 4(a)(2) of the Act and Rule 506 promulgated thereunder.
If vadadustat is approved by the United States Food and Drug Administration, or FDA, we plan to establish our own commercial organization in the United States while leveraging our collaborations with Otsuka Pharmaceutical Co. Ltd., or Otsuka, and its well-established commercial organization in the United States, Europe, China and other markets. In Japan and other countries in Asia, we plan to commercialize vadadustat through our collaboration with Mitsubishi Tanabe Pharma Corporation, or MTPC. In May 2017, we entered into an exclusive license agreement with Vifor Pharma, or Vifor, to sell vadadustat solely to Fresenius Kidney Care Group LLC Fresenius Medical Care, or FKC, dialysis clinics in the United States upon approval by the FDA and inclusion of vadadustat in a bundled reimbursement model. During the term of the license agreement, Vifor may not sell to FKC or its affiliates any HIF product that competes with vadadustat in the United States.
In addition to vadadustat, we are developing a HIF-based portfolio of product candidates that target serious diseases of high unmet need. Our portfolio includes product candidates developed internally as well as in-licensed product candidates, such as AKB-5169. In February 2017, we signed an exclusive agreement with Janssen Pharmaceutica NV, or Janssen, a subsidiary of Johnson & Johnson, for access to an extensive library of well-characterized HIF pathway compounds with potential applications across multiple therapeutic areas. The lead compound, AKB-5169, is a differentiated preclinical compound in development as an oral treatment for inflammatory bowel disease, or IBD. We intend to complete further preclinical development of this compound with the goal of submitting an Investigational New Drug application to the FDA in 2018.
Since our inception in 2007, we have devoted the largest portion of our resources to our development efforts relating to vadadustat, including preparing for and conducting clinical studies of vadadustat, providing general and administrative support for these operations and protecting our intellectual property. We do not have any products approved for sale and have not generated any revenue from product sales. We have funded our operations primarily through equity offerings and strategic collaborations.
We have never been profitable and have incurred net losses in each year since inception. Our net losses were $66.1 million and $61.6 million for the six months ended June 30, 2017 and 2016, respectively. Substantially all of our net losses resulted from costs incurred in connection with our research and development programs and from general and administrative costs associated with our operations.
We expect to continue to incur significant operating expenses and increased operating losses for at least the next several years. We expect our expenses will increase substantially in connection with our ongoing activities, as we:
•
complete the development of vadadustat for anemia secondary to CKD;
•
conduct the FO2RWARD and TRILO2GY clinical studies;
•
seek regulatory approvals for our product candidates that successfully complete clinical trials;
•
have our product candidates manufactured for clinical trials and for commercial sale;
•
establish a sales, marketing and distribution infrastructure to commercialize any products for which we may obtain marketing approval;
•
initiate and continue preclinical and clinical development of our HIF compounds and product candidates;
•
initiate additional preclinical, clinical or other studies for additional indications for vadadustat;
30
•
seek to discover and develop additional product candidates;
•
acquire, in-license and develop other commercial products, product candidates and technologies;
•
make royalty, milestone or other payments under any in-license agreements;
•
maintain, protect and expand our intellectual property portfolio;
•
attract and retain skilled personnel; and
•
create additional infrastructure to support our operations as a public company.
We do not expect to generate revenue from product sales unless and until we successfully complete development and obtain regulatory approval for one or more of our product candidates, which we expect will take a number of years and is subject to significant uncertainty. We have no manufacturing facilities, and all of our manufacturing activities are contracted out to third parties. Additionally, we currently utilize third-party contract research organizations, or CROs, to carry out our clinical development activities, and we do not yet have a sales organization. If we obtain regulatory approval for any of our product candidates, we expect to incur significant commercialization expenses related to product sales, marketing, manufacturing and distribution. Accordingly, we will seek to fund our operations through public or private equity or debt financings or other sources including geographic partnerships. However, we may be unable to raise additional funds or enter into other arrangements when needed on favorable terms or at all. Our failure to raise capital or enter into such other arrangements as and when needed would have a negative impact on our financial condition and our ability to develop our products.
Through June 2017, we have raised approximately $255.7 million of net proceeds, including $230.0 million from three underwritten public offerings and $25.7 million of net proceeds in an at-the-market offering, or ATM, pursuant to a Sales Agreement with Cantor Fitzgerald & Co.
In July 2017, we completed a follow-on-public offering whereby we sold 4,600,000 shares of common stock, including 600,000 shares of common stock pursuant to the full exercise of an over-allotment granted to the underwriters in connection with the offering, at a price of $14.50 per share. The aggregate net proceeds received by us from the offering were approximately $62.6 million, net of underwriting discounts and commissions and estimated offering expenses payable by us.
In addition to proceeds from our public offerings, in May 2017, we received $50.0 million from the sale of 3,571,429 shares of common stock to Vifor Pharma. Our collaborators have committed up to $373.0 million or more in license payments and cost-share funding, which the Company continues to receive on a quarterly prepaid basis.
https://www.sec.gov/Archives/edgar/data/1517022/000156459017016542/akba-10q_20170630.htm
KarlDieGlatze
8年前
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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