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Biotech / Medical : Biotech Valuation -- Ignore unavailable to you. Want to Upgrade?

To: Biomaven who wrote (5370)	1/9/2002 12:18:35 PM
From: RCMac	Read Replies (1) \| Respond to of 52153

<IMCL> Well this was part of the tender offer - essentially all the shareholders sold the same amount at the same price at the same time. So this looks very different to me than would a "conventional" insider sale. Peter, Yes, different, but I don't think that makes it not a violation of 10b-5 -- it is still a sale of shares when the directors had "inside information" about what the FDA had said that made it more likely that the Erbitux application would not be accepted or would not be approved on the timetable IMCL was suggesting. SEC Rule 10b-5 imposes an obligation to disclose or refrain from trading; if you can't disclose you can't buy or sell. The information had not been publicly disclosed, so the IMCL brass were forbidden to sell while it was undisclosed. And I don't see why the fact that the sales were in the tender offer by BMY would remove it from forbidden territory, as long as the insiders knew, and public shareholders didn't know, the inside information. This is a wholly separate ground of legal liability from the arguably misleading statements -- the statements that said or plainly implied: we're working closely with the FDA and haven't heard about any problems. --RCM