To: BoredMember who wrote (10414 ) 6/7/2018 4:31:04 PM From: HardToFind 1 RecommendationRecommended By mattstat
Read Replies (2) | Respond to of 12871 The Theracour/NNVC arrangement has not changed in years and now all of the sudden it is an issue? This is not all of the sudden an issue. It was an issue all the way back to the Yidam, Ltd lawsuit. Yidam claimed that the deal was unfair, and asked to see the independent third-party assessment the company touted which determined that the agreement was fair. (It appears he was never shown that assessment.) Yes, the lawsuit was settled, but not on the merits of Yidam's complaints. It was fought mostly on jurisdictional & procedural [money raised in CO, company based in CT, incorporated in NV, where should Yidam be bringing suit?] issues, and the company's claim that Yidam didn't represent the shareholders and wasn't asking for specific damages. The major sticking point to continuing to pursue the case for Yidam was that Yidam's money was paying legal costs for both sides of the case. Diwan and Seymour were spending the money Yidam supplied for equity to fight him in court. They could spend it until it was all gone at no particular loss to them. Although one could argue the ethics of what Diwan & Seymour did, perhaps it was perfectly legal. Yidam's case was hard to pursue, and proved futile to continue with. Eventually, Yidam took a $150K payoff to settle. The arrangement is now an issue because the company is now nearly out of money, and it could be a major impediment to raising money under favorable terms (with modest to minimal dilution). It will become more of an issue if/when the company starts selling product. Initially the transition expenses to become a drug company will be huge for NNVC shareholders, and the 15% royalties on revenues will make Diwan (more) wealthy while threatening the viability of the company. Yes, we were all idiots for not reading and deciphering the 10-K before investing. Even having read it, there were a lot of explanations not very easy to understand. A few items seemed deliberately in there to obfuscate. For instance, it wasn't easy to figure out that Diwan had complete control of the board due to the Series A shares. And Seymour, on numerous occasions, represented the "tiny" royalty on profits rather than a rather substantial royalty on revenues. There's a huge difference, and I'm not even sure Seymour understood it. Most of us bought in on the concept of the company, without realizing the implications of its one-sided licensing agreement.It was, and still is, a HUGE issue.