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Post by longliner on Feb 28, 2021 13:19:54 GMT -5
Nadent1
08:11 AM
$MNKD
• $50.0 million principal amount under the MidCap Credit Facility, bearing interest at an annual rate equal to one-month LIBOR plus 6.75%, subject to a one-month LIBOR floor of 2.00%, and payable in equal monthly installments beginning in September 2022 through maturity in August 2024;
• $63.0 million principal amount of indebtedness under the Mann Group promissory notes bearing interest at a fixed rate of 7.00% per annum compounded quarterly and maturing in November 2024, $28.0 million of which is convertible into shares of our common stock at the option of the Mann Group at a conversion price of $2.50 per share. Interest is paid-in-kind from August 2019 until the end of 2020, after which we have the option to either pay interest-in-kind or in shares.
Milestone Rights Liability — In July 2013, in conjunction with the execution of a loan agreement (the “Deerfield Credit Facility”) with Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P. (collectively, “Deerfield”) that expired following our full satisfaction of our repayment obligations, we issued to Deerfield Private Design Fund II, L.P. and Horizon Santé FLML SÀRL, (the “Milestone Purchasers”) certain rights to receive payments of up to $90.0 million upon the occurrence of specified strategic and sales milestones, $70.0 million of which remains payable upon achievement of such milestones (the “Milestone Rights”), pursuant to an agreement (the “Milestone Agreement”) that continues beyond the expiration of the loan agreement.
I lifted this from ST this AM. This may act as a potential poison pill in the event of a hostile bid. Thanks to Nadent1 for the MNKD financial history homework!
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Post by Clement on Feb 28, 2021 20:33:15 GMT -5
Nadent1 08:11 AM $MNKD • $50.0 million principal amount under the MidCap Credit Facility, bearing interest at an annual rate equal to one-month LIBOR plus 6.75%, subject to a one-month LIBOR floor of 2.00%, and payable in equal monthly installments beginning in September 2022 through maturity in August 2024; • $63.0 million principal amount of indebtedness under the Mann Group promissory notes bearing interest at a fixed rate of 7.00% per annum compounded quarterly and maturing in November 2024, $28.0 million of which is convertible into shares of our common stock at the option of the Mann Group at a conversion price of $2.50 per share. Interest is paid-in-kind from August 2019 until the end of 2020, after which we have the option to either pay interest-in-kind or in shares. Milestone Rights Liability — In July 2013, in conjunction with the execution of a loan agreement (the “Deerfield Credit Facility”) with Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P. (collectively, “Deerfield”) that expired following our full satisfaction of our repayment obligations, we issued to Deerfield Private Design Fund II, L.P. and Horizon Santé FLML SÀRL, (the “Milestone Purchasers”) certain rights to receive payments of up to $90.0 million upon the occurrence of specified strategic and sales milestones, $70.0 million of which remains payable upon achievement of such milestones (the “Milestone Rights”), pursuant to an agreement (the “Milestone Agreement”) that continues beyond the expiration of the loan agreement. I lifted this from ST this AM. This may act as a potential poison pill in the event of a hostile bid. Thanks to Nadent1 for the MNKD financial history homework!Milestone rights liability: 1) Afrezza only, yes? 2) continues after loan expiry ... until when? |
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Post by longliner on Mar 1, 2021 10:37:22 GMT -5
There we have the poison pill that was bugging me! Last chance to get in low....and boy did I!! Another longliner analogy "I'm building a mansion here, some days I'll get rained out, some days I'll get snowed out, heck my subcontractors may run late and over. In the end I will have a MANSION!! It looks like our little vixen just slipped back into her prom dress!  |
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Post by batdoc31 on Mar 1, 2021 13:23:03 GMT -5
can someone please explain why todays news would point to a buyout??? I find it completely to the contrary that everything their doing points in a direction of going at it alone and trying to create a real biopharma.
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Post by longliner on Mar 5, 2021 4:01:37 GMT -5
This has been bothering me.
As the first post in this thread indicates I was struggling with MNKD's lack of a "poison pill" in the case of a hostile bid.
Then 200 million dollars appeared at 2.5% interest for a five year term to be repaid @ $5.21 in cash or shares (at Mannkind's discretion) if at the end of the five years our share price is 130 % of $5.21. We only make 2.5% interest payments on the 200 million for five years!
Now this has really been bothering me!
Who would give our little Mannkind that amount of money at this great rate (almost free) for five years with no collateral?
I was trying to go to sleep and this slipped into my pea brain.
If any company seeks to buy Mannkind in the next five years, (unless they are the benevolent lender) they may find a less than receptive partner that already "own's" 200 million dollars worth of the company. My guess is that same benevolent lender will shortly own MNKD's Danbury facility, that too will be leased back at attractive terms.
There is only one Company that I know of that is about to drop an irrevocable 105 million dollar expedited drug application on FDA's desk in a few short weeks. United Therapeutics. I don't believe Martine leaves much to chance. 105 million for the drug application, 100 million for the manufacturing facility, (Martine already stated Mannkind would initially be the manufacturer and then transition to UTHR) and 200 million dollar "poison pill" money for operations and to acquire bolt on companies that will eventually fit into UTHR / Mannkind.
400 million dollars, I believe this is the beginning of a merger / buyout / partnership (this process could potentially last for five years). I can't see Martine dropping that 105 million dollar drug application with the FDA that relies on a weak Mannkind for success. I also can't see why anyone would give Mannkind 200 million dollars for five year with no collateral at 2.5% interest.
It is the simplest explanation IMHO. All opinions are very welcomed.
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Post by goyocafe on Mar 5, 2021 6:33:01 GMT -5
Based on the 8K that was just filed, we’re not going to know who the holder is. If I read it correctly, U.S. Bank is the purchaser “as trustee”. My first thought is they don’t want to reveal who the people behind the curtain really are. I could be misinterpreting it, but not surprised if this is the case.
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Post by pat on Mar 5, 2021 6:36:42 GMT -5
This has been bothering me. As the first post in this thread indicates I was struggling with MNKD's lack of a "poison pill" in the case of a hostile bid. Then 200 million dollars appeared at 2.5% interest for a five year term to be repaid @ $5.21 in cash or shares (at Mannkind's discretion) if at the end of the five years our share price is 130 % of $5.21. We only make 2.5% interest payments on the 200 million for five years! Now this has really been bothering me! Who would give our little Mannkind that amount of money at this great rate (almost free) for five years with no collateral? I was trying to go to sleep and this slipped into my pea brain. If any company seeks to buy Mannkind in the next five years, (unless they are the benevolent lender) they may find a less than receptive partner that already "own's" 200 million dollars worth of the company. My guess is that same benevolent lender will shortly own MNKD's Danbury facility, that too will be leased back at attractive terms. There is only one Company that I know of that is about to drop an irrevocable 105 million dollar expedited drug application on FDA's desk in a few short weeks. United Therapeutics. I don't believe Martine leaves much to chance. 105 million for the drug application, 100 million for the manufacturing facility, (Martine already stated Mannkind would initially be the manufacturer and then transition to UTHR) and 200 million dollar "poison pill" money for operations and to acquire bolt on companies that will eventually fit into UTHR / Mannkind. 400 million dollars, I believe this is the beginning of a merger / buyout / partnership (this process could potentially last for five years). I can't see Martine dropping that 105 million dollar drug application with the FDA that relies on a weak Mannkind for success. I also can't see why anyone would give Mannkind 200 million dollars for five year with no collateral at 2.5% interest. It is the simplest explanation IMHO. All opinions are very welcomed. I know as much as you. But it’s very likely not UTHR that lent us the money. |
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Post by golfeveryday on Mar 5, 2021 6:40:33 GMT -5
You have seen this new self-description by Mannkind: "About MannKind Corporation MannKind Corporation (NASDAQ: MNKD) focuses on the development and commercialization of inhaled therapeutic products for patients with endocrine and orphan lung diseases. " Does this fit in with these speculations? To me that screams UTHR. MNKD may be in a stronger position to fend off a hostile bid than we are aware of, (something about transparency) (or hidden STD).  A non-hostile all stock deal with UTHR that get's our vision being articulated by Martine (another friend of Al) might be an interesting discussion. Martine is damned impressive at articulating a vision! if we take ‘Endocrine and Orphan Lung Diseases’ at face value and then look at all the things MNKD does NOT have on their pipeline page, what do you think is happening? I think they are bundling up many other TS applications such as Sumatriptan, palenosetron, and others to sell or spin out into another organization. There is also RLS in the mix here which could be part of that. The MNKD company description is way too narrow for what they have available, so something else is going to happen IMO like a sale of TS assets or a spin out company. They have just raised an unusual amount of money with more to come. Buy RLS, spin out another company with $100M cash, many TS assets and a partner for Sumatriptan and RLS and you’ve got instant value. |
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Post by sportsrancho on Mar 5, 2021 8:11:12 GMT -5
I’ve always thought golf should be on the Board of Directors ..not only is he a visionary but he’s got fantastic marketing ideas:-)
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Post by boca1girl on Mar 5, 2021 8:27:26 GMT -5
No one has mentioned the Mann Group Trust as a potential buyer of the $200M convertible notes.
Are they out of the question as the benevolent lenders?
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Post by mango on Mar 5, 2021 8:39:06 GMT -5
This year is set up to be monumental. A true Company paradigm shift—we’re finally leaving the past behind and starting our future this year.
I’m thinking we will see a few surprises this year that are not on the list—particularly, another acquisition would not be out of the question or spinning off certain TS applications to other companies or the like. Rest is over. Time to grow.
🥭 Tyvaso DPI FDA approval this year
🥭 Afrezza Pediatrics Phase 3 clinical trial this year
🥭 Clofazimine Phase 1 this year
🥭 Royalties from Thyquidity Co-Promote w/ Vertice Pharma starts NOW
🥭 Afrezza clinical trial for gestational diabetes incoming
🥭 Potentially over $100M in annual royalties from partner $UTHR
🥭 Cannabis partner Receptor Life Sciences Phase 1 incoming
🥭 Pipeline advancement
🥭 New partnerships
🥭 Afrezza India Clinical Trial
🥭 Further Debt Reduction
🥭 New Afrezza scientific publications
🥭 A second UT molecule incoming (post-FDA approval in Q4 this year?)
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Post by peppy on Mar 5, 2021 8:43:54 GMT -5
This has been bothering me. As the first post in this thread indicates I was struggling with MNKD's lack of a "poison pill" in the case of a hostile bid. Then 200 million dollars appeared at 2.5% interest for a five year term to be repaid @ $5.21 in cash or shares (at Mannkind's discretion) if at the end of the five years our share price is 130 % of $5.21. We only make 2.5% interest payments on the 200 million for five years! Now this has really been bothering me! Who would give our little Mannkind that amount of money at this great rate (almost free) for five years with no collateral? I was trying to go to sleep and this slipped into my pea brain. If any company seeks to buy Mannkind in the next five years, (unless they are the benevolent lender) they may find a less than receptive partner that already "own's" 200 million dollars worth of the company. My guess is that same benevolent lender will shortly own MNKD's Danbury facility, that too will be leased back at attractive terms. There is only one Company that I know of that is about to drop an irrevocable 105 million dollar expedited drug application on FDA's desk in a few short weeks. United Therapeutics. I don't believe Martine leaves much to chance. 105 million for the drug application, 100 million for the manufacturing facility, (Martine already stated Mannkind would initially be the manufacturer and then transition to UTHR) and 200 million dollar "poison pill" money for operations and to acquire bolt on companies that will eventually fit into UTHR / Mannkind. 400 million dollars, I believe this is the beginning of a merger / buyout / partnership (this process could potentially last for five years). I can't see Martine dropping that 105 million dollar drug application with the FDA that relies on a weak Mannkind for success. I also can't see why anyone would give Mannkind 200 million dollars for five year with no collateral at 2.5% interest. It is the simplest explanation IMHO. All opinions are very welcomed. Lingering in my mind, COPD COPD is an alveoli disease. Technosphere is the way to the alveoli.   |
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Post by markado on Mar 5, 2021 9:16:42 GMT -5
This has been bothering me. As the first post in this thread indicates I was struggling with MNKD's lack of a "poison pill" in the case of a hostile bid. Then 200 million dollars appeared at 2.5% interest for a five year term to be repaid @ $5.21 in cash or shares (at Mannkind's discretion) if at the end of the five years our share price is 130 % of $5.21. We only make 2.5% interest payments on the 200 million for five years! Now this has really been bothering me! Who would give our little Mannkind that amount of money at this great rate (almost free) for five years with no collateral? I was trying to go to sleep and this slipped into my pea brain. If any company seeks to buy Mannkind in the next five years, (unless they are the benevolent lender) they may find a less than receptive partner that already "own's" 200 million dollars worth of the company. My guess is that same benevolent lender will shortly own MNKD's Danbury facility, that too will be leased back at attractive terms. There is only one Company that I know of that is about to drop an irrevocable 105 million dollar expedited drug application on FDA's desk in a few short weeks. United Therapeutics. I don't believe Martine leaves much to chance. 105 million for the drug application, 100 million for the manufacturing facility, (Martine already stated Mannkind would initially be the manufacturer and then transition to UTHR) and 200 million dollar "poison pill" money for operations and to acquire bolt on companies that will eventually fit into UTHR / Mannkind. 400 million dollars, I believe this is the beginning of a merger / buyout / partnership (this process could potentially last for five years). I can't see Martine dropping that 105 million dollar drug application with the FDA that relies on a weak Mannkind for success. I also can't see why anyone would give Mannkind 200 million dollars for five year with no collateral at 2.5% interest. It is the simplest explanation IMHO. All opinions are very welcomed. Lingering in my mind, COPD COPD is an alveoli disease. Technosphere is the way to the alveoli. Makes perfect sense to me. UTHR secures undisrupted production of its new Technosphere solution. The combination of the two companies with multiple best in class or only in class solutions, plus a growing pipeline of prospects is worth $20B, easy. I don't think it takes us 5 years to get to the buyout. |
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Post by Chris-C on Mar 5, 2021 9:39:12 GMT -5
Lingering in my mind, COPD COPD is an alveoli disease. Technosphere is the way to the alveoli. Makes perfect sense to me. UTHR secures undisrupted production of its new Technosphere solution. The combination of the two companies with multiple best in class or only in class solutions, plus a growing pipeline of prospects is worth $20B, easy. I don't think it takes us 5 years to get to the buyout. This seems like sound reasoning and occurred to me as well. If UTHR is willing to spend 105M on an expedited review, you know they are confidently forecasting approval and sales of sufficient amounts to offset the actual and opportunity costs of a voucher. UTHR cannot responsibly let the supply chain for Tyvaso DPI rest entirely on MNKD’s fortunes (especially with Midcap provisions). I’m also guessing that what we are seeing is a “down payment” on an acquisition or merger. I have mixed feelings about a buyout. If they are pegging the share price to the conversion level specified in the note agreement, many pre- RS investors here will get “shafted” big time. Sadly, if it occurs, it won’t be the first loyalty tax I’ve endured! |
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Post by mango on Mar 5, 2021 9:46:56 GMT -5
Great point Chris. I’ve always felt the $105M PRV has been grossly downplayed and ignored. It’s a HUGE bullish sign. UT’s confidence rating on MannKind and Technosphere Treprostinil is through the roof.
I see a stake coming from UT, especially considering Tyvaso DPI will eventually completely replace Tyvaso nebulizer + all the other potential new molecules UT will want developed using the Technosphere platform and MannKind inhalers—A few that immediately jump out to me are the IPF (undisclosed MNKD-201) Samumed molecule specifically designed for inhalation and IPF that was licensed to UT, an inhaled PDE5-inhibitor (inhaled tadalafil), and inhaled formulation of ralinpag. UT is also doing R&D on NCEs and I have to assume they are entertaining DPI formulations via Technosphere for at least one.
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A non-hostile all stock deal with UTHR that get's our vision being articulated by Martine (another friend of Al) might be an interesting discussion. Martine is damned impressive at articulating a vision!
