the new investor slide show may only be in conjunction of a series of non-deal road show presentations to various funds and other groups
i have no wish to be loved by potus or any pol. as for plenty of corn, i disagree. i and many others prefer corn solely to be harvested for food, not fuel.
stocks that act like this in the day or two before xmas more often than not keep rising into year end if they are near 52-week highs, especially if there is high short interest. combine that with the knowledge that seth klarman owns almost 1/4 of the shares, and the risk-reward looks favorable short term. finally, the stock has already retraced about half its max gain today, which is often the case on strong volume pops like this. Look at the stock action after it popped $1.33 off its bottom on 9.2mm shares on november 1.
cash and equivalents stood at ~$150mm at 9/30/13, burn rate appears to be ~$30mm/qtr, so cash is probably down to ~$120mm, which means company looks to have less than a year's worth of cash burn. Seems to me it will have to go to the equity markets first half of 2014 unless there are significant milestone payments close to being 'earned'
ce-o man-u-so exercised 6.22mm options realizing $31.84mm net proceeds. beats working. note 3 options awards totalling 3mm awarded well within a year after the previous 'annual' award, the latter 2 at 2 of the 3 lowest exercise prices over the 10-year award period. timing and a typically whimpy board are everything. wonder what his 'new' compensation package will be...
take a look at sec filings since i can't post link here
ceo's sweetheart deals ... it's all about the entitled money he believes he deserves ...
this so-called deal looks to be all about mgmt & insiders and not about maximizing value for all shareholders
1 - manuso owned all of 6400 shares as of a couple of months ago and had exercised and immediately sold approx 98k options in march and may for about a $202k pretax profit
2 - as of june 21, manuso held over 5.42mm options presumably mostly with low strike prices, so i'm guessing he would clear at least $7 pretax profit per option, and no doubt at favorable lt cap gains rate
3 - meanwhile, upon change of control, he reaps the $2mm payment (noted by buysell1929) AND $675k '2013 on target bonus'. so we're talking $35-$40mm instant gratification, and $1.5-$2.5mm annually looking forward
4 - oh, he was paid $1.32mm in 2012, and the five top compensated officers were paid over $4.0mm as a group. and it sure looks like all of them keep their jobs if the deal is consumated, inasmuch as the buyer has indicated it intends for astex to be operated independently
5 - all of the top five own more options than shares, most by a lot, so the motivation to do an m&a deal is abundantly clear in terms of accelerating compensation, various bonuses and perks for the top officers
6 - one of the main reasons the transaction was agreed to now may well be that the dacogen royalty stream will likely start to shrink as generic competition bares its price competition fangs
7 - finally, there's that $31mm breakup fee should astx not be acquired by otsuka, or about 3.5% of the indicated value of the deal. brean murray and others believe astex is worth a whole lot more than $900-$930mm - as do i - which is why the stock continues to trade north of the $8.50/sh offer
8 - see my 9/4 5:07pm post for further info and observations
9 - good weekend to all, except astx mgmt and directors
manuso owned all of 6400 shares as of a couple of months ago and had exercised and immediately sold approx 98k options in march and may for about a $202k pretax profit.
As of june 21, manuso held over 5.42mm options presumably mostly with low strike prices, so i'm guessing he's clearing at least $7 pretax profit per option, and no doubt at favorable lt cap gains rate.
meanwhile, upon change of control, he reaps the $2mm payment (noted by buysell1929) AND $675k '2013 on target bonus'. As well, he was paid $1.32mm in 2012, and the five top compensated officers wer paid over $4.0mm as a group. All five of them own more options than shares, most by a lot. so the motivation to do an m&a deal is abundantly clear in terms of accelerating compensation to the top officers.
one of the main reasons the transaction was agreed to now may well be that the dacogen royalty stream will likely start to shrink as generic competition bares its price competition fangs.
finally, there is a $31mm breakup fee should astx not be acquired by otsuka, or about 3.5% of the indicated $870mm deal value. brean murray and others believe astex is worth a whole lot more than $900-$930mm, which is why the stock continues to trade well north of the $8.50/sh offer.
conf call just a rehash of the press release. mgmt took no questions, which tells me this is not necessarily a done deal. i'll hold my shares until further notice as $8.50 now looks to be the minimum
not high. market now has taken stock price over the $8.50 offer. mgmt took no questions on the perfunctory conference call. one question i have not yet had answered is what the size of the breakup fee is, if any
i would tend to agree. downside isn't bullet proof, but current bid unlikely to go away. i'm not selling yet. stock now over the offer price
i agree. 110.5mm shs by my math. that is why the stock closed more than a buck below its intra-day high of 9.39 as the smart money figured out the ultimate share count if m&a happens
for an acquirer, maybe. plenty of big pharma cos worldwide have huge cash hoards earning little interest income. dilution for astx... not a chance given its cash and royalty cash flow
so what have we got here?
1 - apparent offer by otsuka for Y90 bil. afternoon quote of $1.00 = Y99.6, or essentially par, so $904mm
2 - 94.94mm shs o/s per 6/30/13 10-Q. total options o/s look to be 15.53mm, so total 110.5 f/d shares, w/ presumption all options would be in the money and vest upon change of control. appears annual options grants to mgmt and directors were made 6/17/13
3 - apparent offer on fully diluted share basis = $904mm / 110.5mm f/d shs = $8.18/sh
4 - cash and marketables $134mm as of 6/30 b/s = $1.41/sh. no debt. $29.6 total liabilities
5 - almost operating cash flow neutral 1H13, as cash declined just $4.3mm
6 - royalty revs running $60-$65mm annual run rate... pure cash flow. mgmt says 2H13 cash burn will be somewhat higher, but there's been no need for another dilutive equity offering
7 - dacogen's orphan drug status in u.s. expired 4 months ago, and a generic competitor entered the market in july, so north american royalty revs likely to decrease 2H13, but who knows by how much?
8 - if this offer is real, it's just a starting point. my best guess based on current cash flow from fda-approved dacogen already on the market, a number of high-profile partnerships w/ some of the biggest names in pharma, phase 2 success w/ leukemia drug sgi-110, and the bullet-proof balance sheet adds up to astex being worth anywhere from $1.2-$1.8 billion, or about $11.00-$16.50/share, w/higher end being double today's close
9 - most obvious acquirer is Eisai - has right of first refusal and paying current royalty stream for dacogen sales as of 45 days from the end of each qtr at a rate of at least 20% of product sales. the rate paid the most recent qtr was 20.9%. a yr ago it was 20.7%. there have been other names thrown out, like celgene and pfizer. hard to know
10 - for those thinking short squeeze tomorrow, forget it. likely already happened. 6mm shs short as of 8/15. 16mm traded today. 15mm last wednesday
11 - i bought more under $8.18 this pm