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Volcano Corporation (VOLC) Message Board

jacosa 2907 posts  |  Last Activity: 5 hours ago Member since: Jan 24, 2000
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  • A lot if people seem to think that Roche is offering to pay them on Friday. A tender offer doesn't work that way. They will send you a request for tender on Friday. You answer whether you will tender [offer] your shares. At the close of the offer (a month in this case) they will see if the conditions of the offer have been met. If the conditions have been met, they will buy all the tendered shares at the agreed price simultaneously (There's generally a delay between closing and payment). You are allowed to "un-tender" stock before the offer closes. They are allowed to change the terms before the offer closes. If you don't tender, but the offer succeeds anyway, you still get paid the same amount (but possibly after an extra delay).

  • Reply to

    What to do?

    by peavel Aug 26, 2014 8:35 AM
    jacosa jacosa Aug 26, 2014 1:40 PM Flag

    Sometimes you have to go back to the source. From the SEC filing:
    "Pursuant to the Merger Agreement, and upon the terms and subject to the conditions described therein, Parent will cause Merger Sub to commence a cash tender offer (the "Offer") within five business days following the date of the Merger Agreement, for all of the Company's outstanding shares of common stock, par value $0.001 per share (the "Shares"), at a purchase price of $74.00 per Share, net to the seller in cash, without interest, subject to any required withholding of taxes. The Offer will remain open for a minimum of 20 business days from the date of commencement. "

    So it's at least that 20 more business days until the $74 gets etched in stone. It doesn't get paid until the deal actually closes.

    You have a capital gain, unless you have offsets you owe capital gains taxes.

  • Reply to

    What to do?

    by peavel Aug 26, 2014 8:35 AM
    jacosa jacosa Aug 26, 2014 11:01 AM Flag

    Well put (no pun intended). But there are two other cases: One is that none of the circumstances that commonly make a deal fall apart are present (most often questionable accounting or overlap of existing businesses), and with risk-free interest at about 1.5%, that dollar is a decent 4-month return (and it's actually a dollar plus transaction costs, since in the buy-out you don't pay for the transaction). The third is that another big pharma runs the numbers one more time and decides they want to steal the bride from the altar. Very low probability of a biggish gain. So the right answer isn't the same for everyone.

  • Reply to

    Somebody Help Me

    by alibomaye92 Aug 25, 2014 6:27 PM
    jacosa jacosa Aug 25, 2014 6:44 PM Flag

    Before Friday? No. Before the deal is completed, probably about 4 months. Still unlikely, of course.

    Meanwhile the stock continues to trade. There are traders who specialize in workout arbitrage. With risk-free returns under 2% they may find some juice in this one, but it's no place for retail investors.

  • jacosa jacosa Aug 25, 2014 2:10 PM Flag

    No Meaningful Figure for an acquirer with a 4-5 year time horizon. That's the obstacle. We don't even know what's behind the curtain in the checkpoint cancer drugs department. RA is almost a stair step about 2 years off: if Bari is good enough to reach market at all (which we genuinely don't know, although the logic is compelling), it will be clearly the best drug for intransigent RA. The cancer inflammation program is being managed for long-term rather than fast profits. Intermune, in contrast, was long managed for a climax upon US approval of Pirfenidone.

    If I was "Mr Incyte" I'd laugh at anything under $80 a share, and I wouldn't be tempted by anything under $100. Those numbers, multiplied by actual and fully-diluted share counts, get awfully rich for an acquirer surrounded by uncertainty. What management appears to want, as I've long said, would be a company worth around $200 a share after a successful fully-owned rollout (probably of '110, but it's too far in the future to be sure). Need a lot of persuading to take that goal away from them.

  • Reply to

    INCY has to be in the cross hairs

    by mrdtino Aug 25, 2014 10:10 AM
    jacosa jacosa Aug 25, 2014 10:31 AM Flag

    At the very least, a deal would require clarity on the value of Baricitinib (remember that one? Potentially $1bln of annual income with somebody else's sales force doing the heavy work?) Probably need to have some decent reads on whether the JAK 1 drugs will be good for anything. IPF is the story on ITMN well into the future, but some of the non-MPN possibilities for Incyte are big enough to need individual attention.

  • jacosa jacosa Aug 24, 2014 7:15 PM Flag

    That one found me. A little on the Slumdog Millionaire side. Actually, I got into Incyte a bit by accident too, when they were hoping to license human genes.

  • Reply to

    What if this is the time?

    by jacosa Aug 12, 2014 10:26 AM
    jacosa jacosa Aug 24, 2014 7:10 PM Flag

    Different sort of situation. You can argue whether Intermune's pipeline deserves much of a valuation, but Incyte's pipeline is potentially worth more than the approved stuff. They have been more clever with finances than Intermune, too. So I don't like a takeover there (don't exactly love the price here, but I guess it'll do). You wanna talk in detail, go to the Incyte board.

  • Reply to

    Faosto - 74 a share !!

    by lbl4321 Aug 24, 2014 12:41 PM
    jacosa jacosa Aug 24, 2014 1:35 PM Flag

    I may not live long enough to use all of my capital losses from 2001.

  • Reply to

    Faosto - 74 a share !!

    by lbl4321 Aug 24, 2014 12:41 PM
    jacosa jacosa Aug 24, 2014 1:00 PM Flag

    Ok, it's done, it's all cash (which I like) and there's no reason to think it will run into roadblocks. I'm kind of grumpy about the price, though. If you use the 5 x peak sales rule of thumb for peak sales of Pirfenidone vs IPF of $1.5bln, that gives only about $1bln for SoP and the both of them vs other indications. And Roche rather than Sanofi says that there was at least some competition.

    Roche has enormous political power, so I doubt that there'll be a disgruntled suitor trying to do a "The Graduate." But we can fantasize...

  • Reply to

    BIDDING WAR starting at $65,

    by koolchik31 Aug 13, 2014 3:55 PM
    jacosa jacosa Aug 21, 2014 2:17 PM Flag

    I really expect the major use of this drug to be in combination with Pirfenidone.

  • Reply to

    But what if this ISN'T the time?

    by jacosa Aug 18, 2014 10:53 AM
    jacosa jacosa Aug 20, 2014 9:40 AM Flag

    If you look at the posting that started this spate of excitement, it lists a couple earlier times when there was enough buyer interest to move the stock.

  • Reply to

    But what if this ISN'T the time?

    by jacosa Aug 18, 2014 10:53 AM
    jacosa jacosa Aug 18, 2014 12:58 PM Flag

    Nothing against your father, but automatically selling at a target price is a weak policy. When he was healthy, Jesse Livermore had almost the exact opposite strategy, but that was a long time ago. I'd suggest trying very hard to re-analyze the situation as a stock approaches your target.

    My few large gains have come from letting good stocks run for a very long time, far beyond any immediate target. One useful guideline is whether the opportunity you saw when you bought the stock has been used up or not.

  • Reply to

    But what if this ISN'T the time?

    by jacosa Aug 18, 2014 10:53 AM
    jacosa jacosa Aug 18, 2014 11:49 AM Flag

    Reasoned like a poker player. I like it.

  • We ought to be complete. Let's take a fairly bad scenario: there could be some sort of announcement that makes it clear that the possibility of a major deal has been turned off, like a light.

    Short term there would be a sharp drop (I wouldn't rule out $35). I try not to get too caught up in the sharp moves. Where it gets interesting is upon approval of Pirfenidone in the US. I'm not at all sure that there would be much of an immediate stock move against the background of a recent failed auction. We'd be left waiting for actual US sales results (I think Intermune basically knows how to do a rollout, so something encouraging ought to come out around May) That's roughly when the first SoP results ought to come out: I'll presume non-inferiority to Pirfenidone on weak measures of effectiveness and greatly increased tolerability. Normal sell-in and generally good SoP results ought to return the stock to 50 or so. The failed auction wouldn't be such a fresh memory, so it could go higher. In fact, with the prospects for SoP better defined, a takeover would again become possible.

    It's easy to underestimate the importance of SoP. Remember: there's no composition of matter patent on Pirfenidone, so it can be generic in much of the world and in much of the rest, it will be difficult to extend exclusivity beyond a few more years. Shionogi owns Japanese rights (maybe Korean too, but that isn't such a big deal). SoP will be a new composition of matter, and will be Intermune's everywhere. The downside is that IPF will no longer be an orphan disease.

    Last issue: suppose takeover talks end "softly?" Maybe 6 weeks with no climax, or an announcement of suspension until XXX happens? I still think it drops the stock, but probably not lower than $40.

  • Reply to

    There goes Ichan.....I mean Cohen!

    by jvolpi334 Aug 13, 2014 9:25 AM
    jacosa jacosa Aug 15, 2014 10:25 AM Flag

    The alternatives to PDL are overdrafts or "A guy I know...." both of which are more expensive. Rollovers are where it gets abusive, and it turns out that rollovers are not much better than neutral for the lender. Regulation regulation (as opposed to destruction regulation) isn't much of a problem.

  • Reply to

    Stuart Grimshaw

    by jpraschnik Aug 13, 2014 6:19 PM
    jacosa jacosa Aug 15, 2014 10:16 AM Flag

    They paid money; they got [second rate] advice. It never rose above the price customarily paid for advice of that type. Prosecutor would be nuts to even threaten.

  • jacosa jacosa Aug 14, 2014 2:08 PM Flag

    I can't dissect your numbers, but they're wrong. Crudely, taking the maximum defensible US prevalence of 140.000 and 5 year median survival, you get 28,000 annual deaths (but to get the big numbers for prevalence, you have to include undiagnosed cases, and the median survival estimate is post diagnosis; better to add at least a year for survival from start of illness). In my heart of hearts I believe the old estimate of 100,000 prevalence. Looking at death certificates doesn't much help, because IPF kills few people directly (For example, it is neither immediate nor underlying cause of death on my mother's death certificate--it cites stroke and heart failure).

    If the company remains independent, I would put the over/under on Pirfenidone selling price at $61.000 / yr.

  • jacosa jacosa Aug 14, 2014 1:52 PM Flag

    I actually know one of their compliance lawyers. His people get taken seriously up to the very top, at least regarding anything that might show. But there's been stuff in the past.... I can believe that a demonstration like this wins brownie points.

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