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Biotech / Medical : Antex Biologics (ANTX) -- Ignore unavailable to you. Want to Upgrade?

To: Amigo Mike who wrote (617)	12/16/1997 7:40:00 AM
From: F. Jay Abella, III	Read Replies (1) \| Respond to of 1476

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 ---------- 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.....

To: Amigo Mike who wrote (617)	12/16/1997 7:58:00 AM
From: Ted Downs	Read Replies (1) \| Respond to of 1476

Michael, I agree with you that SKB would not buy shares in the open market probably ever with a small start-up such as this. There are other cheaper easier ways to acquire. Now as far as the options go I don't think that expiration of a deadline for additional investment ( in stock) can be viewed necessarily as a negative event. A small biotech such as antx would be very willing to amend any such expired agreement at this stage. The only risk SKB takes by not exercising an option is that a positive development in the antx lab could cost them more money for the shares wanted. So, I don't think that you can read anything extremely negative by the option being passed on at this point in time. The important part of the SKB agreement (the funding) is all they need right now.