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Insmed Incorporated Message Board

  • fudfighter4 fudfighter4 Jul 23, 2013 11:38 AM Flag

    Hunton & Williams say the offering was legal

    Should we be surprised Hunton & Williams were not supplied with an indepedent valuation?

    "In connection with this opinion, we have examined originals or copies, certified or otherwise identified to our satisfaction, of such documents and records of the Company, certificates of public officials and officers of the Company and such other documents, certificates and records as we have deemed necessary to render the opinions set forth herein, including, among other things,

    (i) the Company's Articles of Incorporation, as amended through the date hereof, as certified by the Clerk of the State Corporation Commission of the Commonwealth of Virginia (the "SCC") on July 12, 2013,

    (ii) the Company's Amended and Restated Bylaws, as amended through the date hereof,

    (iii) the Registration Statement,

    (iv) the Prospectus,

    (v) resolutions of the Company's Board of Directors, adopted on May 23, 2013 and June 28, 2013,

    (vi) resolutions of the Pricing Committee of the Board of Directors adopted on July 16, 2013,

    (vii) an executed copy of the Underwriting Agreement, dated as of July 16, 2013, between the Company and Leerink Swann LLC as manager of the several Underwriters listed in Schedule I thereto and relating to the Shares,

    (viii) a specimen stock certificate representing the Common Stock and (ix) a certificate issued by the SCC on July 19, 2013, and confirmed on the date hereof, to the effect that the Company is existing under the laws of the Commonwealth of Virginia and in good standing."

    "As to factual matters, we have relied upon, and assumed the accuracy of, representations included in the documents submitted to us, upon certificates of officers of the Company and upon certificates of public officials. Except as otherwise expressly indicated, we have not undertaken any independent investigation of factual matters."

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    • However...the question pops up. Where did fuddy the con artist find this filing so quickly???

    • At least Item (v) offers a clue as to why the entities who destroyed the shareholder value the Russell 3000 accumulation / widely anticipated Phase III success was expected to deliver - by selling several million shares between the end of May and mid-July - were so confident Insmed would ensure their strategy was profitable -

      Date ........ High ... Low

      May 30 ... 14.30 ... 13.25
      May 31 ... 14.00 ... 13.38
      June 03 ... 13.66 ... 12.84
      June 04 ... 13.48 ... 12.98
      June 05 ... 13.13 ... 12.18
      June 06 ... 12.90 ... 12.50
      June 07 ... 13.28 ... 12.57
      June 10 ... 13.23 ... 12.82
      June 11 ... 13.08 ... 12.56
      June 12 ... 13.15 ... 12.14
      June 13 ... 12.81 ... 11.82

    • This is a good opinion. As it happens, I have worked with these guys on some regulatory issues with a client we share. They are good, they are solid.

 
INSM
13.91+0.28(+2.05%)Oct 22 4:00 PMEDT

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