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Mike: I'm inclined to agree. Lets consider everything in the deal as it has transpired in 1997 (as far as we know).
The agreements provide for the following:
1) a payment of $3,000,000 to the Company in connection with SmithKline's acquisition of a 26.25% equity interest in MCHV;
Check
2) a payment of $2,400,000 to the Company to fund research and development for the first year;
received al but 550k - check
3) additional committed research and development funding through February 28, 1998, with SmithKline having the option to fund future years;
Agreement, but I'm not sure how it has manifest - see number 6
4) two separate options granted to SmithKline expiring October 1, 1997 and 1998, respectively, to acquire from the Company additional equity interests in MCHV;
The first expired on Oct 1.
5) an exchange option granted by the Company to SmithKline enabling SmithKline to convert its equity interest in MCHV for up to 4,793,685 shares of the Company's common stock, under specified conditions;
has not been converted
6) (The source of my question) - "and a warrant granted by the Company to SmithKline enabling SmithKline to acquire up to 7,682,637 shares of the Company's common stock, under specified conditions, and only to the extent that certain options and warrants previously granted and outstanding as of the date of the establishment of the strategic alliance are exercised. MIKE - WHAT DOES THIS MEAN?????
OTHER REMARKS - OWNERSHIP -
Common Stock Warrants:
SmithKline (unspecified) 7,682,637
Placement Agent's option (mar24,98) 3,524,357
Initial public offering (done) 1,950,000
Common Stock Options:
Stock option plans 5,990,000
Exchange option 4,793,685
Placement Agent's option (Mar24,98) 3,524,356
Investment banker's option 152,400
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Total 27,617,435
Minus 1,950,000
Plus common shares outstanding = 9.6mm = 35.27mm shares out
Note - I only used 29mm in my valuation because I subtracted stock options and the IPO warrants.
QUESTION - WHO OWNS THEM AS OF 15DEC97?
OTHER OUTSTANDING ITEMS
1) Realization of 150k from Pasteur Merieux (I think on schedule)
2) Realization of 370k from SBIR grant (I think paid in installments)
And I haven't even mentioned the clinicals yet..... |
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