At this point the less he says the better per the likely plan. Let's presume the writing is on the wall, it would make perfect sense to not go at all off script and keep things to a cya min.
I think todays price action will be much ado about nothing.
The additional shelf (aside from some going for the conversion), gives them what they stated...flexibility.
More lining things up for a buyout imho.
Look at is this way:
-They have a more amenable board
-The board compensation is now more share based than monetary (if you were there short term and anticipated a buyout what would you want?)
-Cash position is relatively strong
-Shelf gives them options, so no pressure to sell, they can even pay make believe and look at a purchase, but more importantly gives a potential suitor the opportunity to nibble before swallowing.
Management let ego get in the way but the end game should be fairly obvious.
Then again stranger things have happened, and as stated if they claim they are going EU alone then I give up.
Yes, it is pretty clear that Kerx is set up for a buyout. No reason to even listen to what they have to say on cc. I wonder what is feels like to be lame duck management...probably not all that bad given that they collect a paycheck and will be getting a very nice payout once it occurs.
Oooh the first of the shorts for today comes out of the woodwork. If anything it drops a little, jumps back and winds up basically at the same level. Unless one is naive they should realize by now that retail has little influence on the pps or anything else regarding Kerx these days.
Not that it matters in the scheme of things but I, et al. am out if they decide to go it alone in EU. On multiple calls they stated that they were actively working on an EU partner. If they suddenly shift gears on that point then they were either making material misrepresentations or no one is interested.
The rest of the earnings report was ho-hum and inline (aside from the margins which seem better than analysts estimates).
It appears that even the steady longs here are losing faith in the launch and sales, and aren't thrilled about present management. So, one can extrapolate that (long only) institutional shareholders feel the same way, thus the shake up of the board makes sense, and a buy-out is the next logical step.
Keryx is starting to look like a prospector that struck gold but is too inept at mining to get it out of the ground.
Proposal 5 means either that former members of board et al. got way too much in stock compensation, and/OR that they are looking to pay new ones in stock options for a reasonably quick buyout.
(1 million shares each max. can make for a healthy exit)
Two items bother me:
First is the level of dilution that is taken place once the latest proxies are voted on, we are looking at nearly 60 million new shares(!), though some of them were inevitable given the BaP investment.
Secondly, still nothing on the Europe front, when we were told repeatedly it was in the works per previous CCs.
Of course this becomes moot if they are looking to sell the company; which looks more and more likely given that management has dropped the ball on the business side (in sales, hiring, distribution, compensation, share issuance etc.), and a clear majority of shareholders are no longer inclined to have Keryx go it alone.
"In connection with our issuance and sale of $125 million of Convertible Senior Notes due 2020, or the Notes, in October 2015 to funds managed by The Baupost Group, L.L.C, or Baupost, we have agreed to use our best efforts to obtain stockholder approval of an increase in our authorized share capital sufficient to cover the conversion of all of the Notes into shares of our common stock. "
The rest of the 'missing' stock authorized need not ever be issued but rather is there for a rainy day; dividend, split, capital raise, acquisition etc.
P.S. They've also stated that there is no agreement the works presently acquisition wise (that the shares are being authorized for).