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Post by boca1girl on May 14, 2023 12:04:48 GMT -5
First, UTHR has a 10 year commitment to manufacture Tyvaso-DPI with MNKD.
I have heard Mike say that one of the reasons for the extra shares is to prevent a hostile take over. That’s conceivable in my mind when companies realize the royalty payments for MNKD no matter who produces it.
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Post by sportsrancho on May 14, 2023 12:50:44 GMT -5
Mike actually said hostile takeover?🤦🏼♀️
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Post by mymann on May 14, 2023 12:51:33 GMT -5
First, UTHR has a 10 year commitment to manufacture Tyvaso-DPI with MNKD. I have heard Mike say that one of the reasons for the extra shares is to prevent a hostile take over. That’s conceivable in my mind when companies realize the royalty payments for MNKD no matter who produces it. Hostile take over might not be a bad thing if it increases share price for us share holders. We deserve to be rewarded, not just management. |
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Post by Clement on May 14, 2023 13:33:10 GMT -5
Mike actually said hostile takeover?🤦🏼♀️ "The additional shares of common stock that would become available for issuance if the proposal is adopted could also be used by the Company to oppose a hostile takeover attempt or to delay or prevent changes in control or management" from page 22 of the PRE 14A. investors.mannkindcorp.com/node/18861/html#proposal2 |
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Post by sportsrancho on May 14, 2023 13:51:47 GMT -5
Mike actually said hostile takeover?🤦🏼♀️ "The additional shares of common stock that would become available for issuance if the proposal is adopted could also be used by the Company to oppose a hostile takeover attempt or to delay or prevent changes in control or management" from page 22 of the PRE 14A. investors.mannkindcorp.com/node/18861/html#proposal2 yeah, I think they have put that in there before. I just didn’t hear him actually say it. |
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Post by prcgorman2 on May 14, 2023 14:25:48 GMT -5
Neither Mike nor Steven mentioned “hostile takeover” during the last earnings call. Instead, it was in the request for authorization of the additional 400 million shares.
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Post by agedhippie on May 14, 2023 15:35:28 GMT -5
First, UTHR has a 10 year commitment to manufacture Tyvaso-DPI with MNKD. I have heard Mike say that one of the reasons for the extra shares is to prevent a hostile take over. That’s conceivable in my mind when companies realize the royalty payments for MNKD no matter who produces it. There is a 10 year commitment in the contract. but there is no quantity mentioned in that contract so it's basically grants UTHR the right to have MNKD manufacture Tyvaso-DPI as and when UTHR requires. MNKD cannot force UTHR to use them for manufacturing Tyvaso-DPI as things currently stand, and the agreement expressly says that. This is not to say that UTHR are going to take manufacturing away tomorrow, but if this becomes a blockbuster drug then they absolutely will take manufacturing into their own plant, but probably retain MNKD as a backup if needed via the 10 year agreement. Of course if it ever reaches that stage MNKD will be making so much money from the royalties that the manufacturing revenue will be irrelevant. |
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Post by agedhippie on May 14, 2023 15:50:45 GMT -5
Mike actually said hostile takeover?🤦🏼♀️ "The additional shares of common stock that would become available for issuance if the proposal is adopted could also be used by the Company to oppose a hostile takeover attempt or to delay or prevent changes in control or management" from page 22 of the PRE 14A. investors.mannkindcorp.com/node/18861/html#proposal2 That's a boilerplate clause that you always find in every proposal to increase the share count. Certainly it's in the 2020 and the 2017 share increases. You will find it in other companies filings as well. It sounds better than dilution  |
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Post by boca1girl on May 15, 2023 8:53:54 GMT -5
First, UTHR has a 10 year commitment to manufacture Tyvaso-DPI with MNKD. I have heard Mike say that one of the reasons for the extra shares is to prevent a hostile take over. That’s conceivable in my mind when companies realize the royalty payments for MNKD no matter who produces it. There is a 10 year commitment in the contract. but there is no quantity mentioned in that contract so it's basically grants UTHR the right to have MNKD manufacture Tyvaso-DPI as and when UTHR requires. MNKD cannot force UTHR to use them for manufacturing Tyvaso-DPI as things currently stand, and the agreement expressly says that. This is not to say that UTHR are going to take manufacturing away tomorrow, but if this becomes a blockbuster drug then they absolutely will take manufacturing into their own plant, but probably retain MNKD as a backup if needed via the 10 year agreement. Of course if it ever reaches that stage MNKD will be making so much money from the royalties that the manufacturing revenue will be irrelevant. UTHR sounds like the manufacturing capacity will be extrained for years. That’s why they are funding an extra line at Danbury and expanding in NC. But Mike said it takes up to 5 years to qualify a line. 100% of all capacity will be needed for years. Also, for those that are short sited or tired of holding their shares, a hostile take over would be welcomed news. But I can anticipate the future and a hostile take over at this point would not be in our best interest. |
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Post by akemp3000 on May 15, 2023 9:12:15 GMT -5
I agree Boca. As good as the future now looks for MNKD and the prospect of interest by others will likely increase, a hostile takeover would only be good for frustrated traders, not for long-term investors. That said, any attempt at a hostile takeover could ignite a fascinating and volatile bidding war. UTHR certainly wouldn't sit on the sidelines and watch their future challenged. I'm of course not predicting this, only imagining how that might play out in the forthcoming Al Mann, Mannkind movie  |
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Post by Clement on May 15, 2023 9:13:59 GMT -5
First, UTHR has a 10 year commitment to manufacture Tyvaso-DPI with MNKD. I have heard Mike say that one of the reasons for the extra shares is to prevent a hostile take over. That’s conceivable in my mind when companies realize the royalty payments for MNKD no matter who produces it. There is a 10 year commitment in the contract. but there is no quantity mentioned in that contract so it's basically grants UTHR the right to have MNKD manufacture Tyvaso-DPI as and when UTHR requires. MNKD cannot force UTHR to use them for manufacturing Tyvaso-DPI as things currently stand, and the agreement expressly says that. This is not to say that UTHR are going to take manufacturing away tomorrow, but if this becomes a blockbuster drug then they absolutely will take manufacturing into their own plant, but probably retain MNKD as a backup if needed via the 10 year agreement. Of course if it ever reaches that stage MNKD will be making so much money from the royalties that the manufacturing revenue will be irrelevant. Maybe there's no guaranteed specific quantity, but there is "total revised anticipated cash flows of $722.3 million" which happened in a revision to the CSA agreement in December. So what does "anticipated" mean? Does MNKD have any legal recourse if these cash flows do not transpire? pages 24 and 25 of the latest 10Q investors.mannkindcorp.com/node/18966/html#notes_to_condensed_consolidated_financia |
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Post by agedhippie on May 15, 2023 10:13:14 GMT -5
"Anticipated" has no legal standing and in that context is being used to give an estimated value for forward calculations. Under the CSA the only case in which UTHR would be liable is if they asked MNKD to scheduled an order and then cancelled (the orders are based on a rolling schedule.) Mannkind is obliged to accept any order up to 90% of existing capacity plus expansion capacity as defined by schedule C which is helpfully excised! UTHR also has the right to assign manufacturing to a 3rd party under the terms of the licensing agreement. On investment by UTHR in equipment; UTHR retains title, and any space required for the equipment at Danbury will be provided at cost (not cost plus). |
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Post by agedhippie on May 15, 2023 10:16:00 GMT -5
There is a takeover case that isn't much talked about. If a company generates more cash than it would take to service the debt required to purchase the company then there is a takeover risk. This can happen when the share price under-performs the revenue and is why the CFO dog and pony shows are so important.
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Post by uvula on May 15, 2023 10:34:28 GMT -5
It is nice that the biggest concern is a hostile takeover and not bankruptcy.
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Post by prcgorman2 on May 15, 2023 10:51:03 GMT -5
There is a takeover case that isn't much talked about. If a company generates more cash than it would take to service the debt required to purchase the company then there is a takeover risk. This can happen when the share price under-performs the revenue and is why the CFO dog and pony shows are so important. When you're sitting on cash, substantial and increasing royalties and sales revenue, patents, and a credible pipeline, and debt with good interest terms, M&A and other deals seem like a more real possibility. |
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