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Biotech / Medical : Paracelsian Inc (PRLN)

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To: John H. Farro who wrote (4118)	1/28/1999 8:42:00 PM
From: John H. Farro	Read Replies (1) of 4342

Jonathan, Thank you for calling the company and setting our minds at ease about the S3 filing. To tell you the truth, when I first read about it this morning my gut reaction was "Oh, sht". I remember well the last time our company was on the verge of marketing a product and an insider sold off most of his shares. The result was not pretty. But my "Oh, sht" reaction was just a visceral gut instinct--it was not based on a reasoned analysis. I then read the S3 and saw the statement in it that said there was no guarantee that any of the shareholders would actually sell. I also remembered that I had always seen a Form 144 filed before an insider sold their shares. I assume that if any insiders wanted to sell their shares they would still have to file a Form 144 before doing so. I'm guessing that filing an S3 form does not eliminate the need for insiders to file a Form 144 to announce their intention to sell their shares. Is that assumption correct? Can anyone help me out here? In any case Jonathan, when I read your explanation in post 4117 this morning it sounded reasonable and correct to me. After all, the Campbell's fought too hard to wrestle control of this company from the hands of past management to want to sell the stock at .75/share. The lawyers' letter posted at at paracelsian.com explaining the S3 filing confirmed this by stating that they are unaware of any current plans to sell the stock. I must say, management handled this beautifully. This could have been a major debacle that could have spooked the stockholders had management been unwilling to discuss this. Putting the lawyers' letter on their website worked wonders to put it in context. I don't know if it was intentionally planned to do the S3 filing on the same day as an important positive news release or whether this was just a fortuitous coincidence. If this were planned I have to say that the planning was brilliant. The news release solidifies PRLN's committment to do what it can to get BioFIT to market. The release thus eliminates any suspicion that we might see a reenactment of the last major insider sale which was followed rapidly by the total collapse of the proposed marketing program for AndroVir. The news release also solidifies my belief that immediate sales by insiders are unlikely. Why should they sell when PRLN is so close to getting its products to market? I consider the news release a very positive development. It marks a milestone in our company's history. We are now closer to marketing a product than we ever have been in the past. We got close to marketing AndroVir in February 1997. Babish and Koch told the Smith Barney conference that the company had intended to hire an AIDS doctor to promote AndroVir within a few months. An ad campaign had been promised for April and rollout was promised in May. But we were never given a definite date for any promotion, nor were we ever given the name of the AIDS doctor who would be hired. In contrast, we now know exactly when BioFIT will be promoted (March 12 - 14) and who will help us promote it. These marketing plans are concrete, whereas the plans form marketing AndroVir were never more substantial than cotton candy. Robin Messing

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