2.7 […***…] Product. Replace *** with "TechnoSphere" Product

[retireandski]

 Sanofi may have negotiated a first look at the "Data Room" of the next 2nd technosphere application.  This could explain the extended quiet period and timeline before anything can be discussed related to the next technosphere application.


(a) During the Term, if any of the Licensors or any MannKind Affiliate proposes to grant any Third Party (which, solely for purposes of this Section 2.7, shall mean any Person other than a MannKind Affiliate), a license or other rights to develop or commercially exploit any product […***…] (each, a “[…***…] Product”), then, prior to granting any such license or other rights, MannKind shall so notify Sanofi in writing and shall promptly establish and provide Sanofi with access to an electronic data room containing any study results and data generated by or on behalf of the Licensors or MannKind Affiliates with respect to such […***…] Product (the “Data Room”). Subject to the terms and conditions of this Agreement, MannKind hereby grants to Sanofi, during the […***…]-day period beginning on the date the Data Room is first accessible by Sanofi (the “Initial Election Period”), the first right to negotiate with the Licensors for the grant to Sanofi or any of its Affiliates of a license under all intellectual property of the Licensors or the MannKind

***Confidential Treatment Requested
15.
CONFIDENTIAL

Affiliates pertaining to such […***…] Product (a “Transaction”), and the Licensors agree not to grant and cause the MannKind Affiliates not to grant any Third Party access to the Data Room, or a license or other rights to develop or commercially exploit such […***…] Product during the Initial Election Period.
(b) If Sanofi or any of its Affiliates is interested in negotiating a Transaction with the Licensors, then Sanofi shall so notify the Licensors in writing prior to expiration of the Initial Election Period (such notice, an “Indication of Interest”). If Sanofi delivers an Indication of Interest to the Licensors prior to expiration of the Initial Election Period, then Sanofi shall have an additional
[…***…] days from expiration of the Initial Election Period (the “Due Diligence Period”) in which to complete due diligence regarding the […***…] Product and, if Sanofi or any of its Affiliates in good faith wishes to negotiate with the Licensors regarding a Transaction, to deliver to the Licensors a written non-binding offer letter setting forth the principal terms and conditions upon which Sanofi or its Affiliate would be willing to enter into such Transaction (an “NBO”). If Sanofi delivers an NBO to the Licensors prior to expiration of the Due Diligence Period, then the Parties shall negotiate in good faith a definitive agreement regarding the Transaction for up to an additional […***…] days from expiration of the Due Diligence Period (the “Negotiation Period”); provided, however, that the Licensors shall have no obligation to enter into a Transaction with Sanofi or its Affiliates.
(c) If Sanofi (whether on its own behalf or on behalf of its Affiliate) (i) fails to deliver an Indication of Interest to the Licensors prior to expiration of the Initial Election Period, or (ii) delivers an Indication of Interest prior to expiration of the Initial Election Period but fails to deliver an NBO to the Licensors prior to expiration of the Due Diligence Period, or (iii) delivers an Indication of Interest prior to expiration of the Initial Election Period and an NBO prior to expiration of the Due Diligence Period, but the Parties have not entered into a definitive agreement for a Transaction prior to expiration of the Negotiation Period, then, in each case, upon the expiration of the Initial Election Period, Due Diligence Period or Negotiation Period, respectively, the Licensors shall be free to grant one or more Third Parties a license or other right to develop or commercially exploit a […***…] Product, without further obligation to Sanofi (or any of its Affiliates), provided that, for a period of […***…] months following the expiration of the Initial Election Period, the Due Diligence Period or the Negotiation Period, as applicable, the Licensors shall not grant any such license or other right to any Third Party on terms that are materially less favorable, taken as a whole, to the Licensors than the terms last offered by Sanofi to the Licensors during the Parties’ negotiations. If the Licensors have not entered into a definitive agreement with a Third Party granting a license or other right to develop or commercially exploit a […***…] Product within such […***…] month period pursuant to the foregoing sentence, Sanofi’s rights under this Section 2.7 and all applicable time periods for exercise of such rights shall reset, provided that the Negotiation Period shall be an additional […***…] days from expiration of the Due Diligence Period.
(d) For the avoidance of doubt, nothing in this Section 2.7 shall be construed to give Sanofi or any of its Affiliates any rights whatsoever with respect to any proposed sale of all or substantially all of the business or assets of the Licensors, or of a substantial portion of the business or assets of the Licensors that relates to two or more bona fide development programs

[hammer]

I hold the same opinion. It only takes a single interested 3rd party to set the ball in motion. The TS pain market dwarfs the Afrezza market. I for one can not believe that SNY is willing to lose potential TS development to anyone. We do not know the length of time for "initial election period" or "due diligence period" has been afforded to SNY contractually. It certainly does fit with recent lack of news from management of TS development. In light of Hakans claim that a TS development will be revealed by the end of the year, I suspect this process has been started and expect SNY to supply MNKD with a potential cash infusion blocking a third party.

This single event could push any potential negotiations forward radically. Purchase of a single TS development buys SNY time. It becomes very expensive the more development becomes available for TS.

Why would SNY need time? Certain regulatory items such as secondary API are not clear yet.

MNKD's cash position could change dramatically and very quickly.

[mnkdnyc]

You guys are dreaming. We are down to 1.45 this morning pre market and you think the device is now going to be the savior. Al and company have been touting this for as long as afrezza has been touted. It is not the savior unless they can get the drug selling. They will have to dilute this to the max pain and that is probably around .50c.
The shorts won this one and they are not finished. Move on.

[vissertrades]

[...***...] sick of this [...***...], when the [...***...] will we see a ROI, the son of a [...***...] better have a plan or I'm personally going to beat the [...***...] out of them. :-)

[mnkdfann]

Dec 14, 2015 7:37:44 GMT -5 mnkdnyc said:

You guys are dreaming. We are down to 1.45 this morning pre market and you think the device is now going to be the savior. Al and company have been touting this for as long as afrezza has been touted.

You have a point about possible TS partnerships having being touted by MNKD for a number of years, with nothing ever happening. I do wonder why it would be different this time around.

[mssciguy]

Dec 14, 2015 10:52:54 GMT -5 mnkdfann said:

Dec 14, 2015 7:37:44 GMT -5 mnkdnyc said:

You guys are dreaming. We are down to 1.45 this morning pre market and you think the device is now going to be the savior. Al and company have been touting this for as long as afrezza has been touted.

You have a point about possible TS partnerships having being touted by MNKD for a number of years, with nothing ever happening. I do wonder why it would be different this time around.

I beg to differ.  The potential is there.  Afrezza is probably one of the hardest possible TS/Dreamboat applications possible.

So, the technology goes way beyond the simpler inhalers out there.

But with our friends (like GSCO and the HFT firms), well, who needs enemies?

[wmdhunt]

Continuously "averaging down" is getting to be like feeding a cancer. A pain med may be needed here too if we survive long enough.

[mssciguy]

Dec 14, 2015 11:01:46 GMT -5 wmdhunt said:

Continuously "averaging down" is getting to be like feeding a cancer. A pain med may be needed here too if we survive long enough.

Thanks to the tens of trillions of new money globally over the past seven years, nothing makes sense.  Look at solar.  It should be sky high right now thanks to the climate deal.  But it's also down 90% over the past several years.  In the long run, it could be the Federal Reserve that's to blame.  Any twenty something billionaire wanna be had access to plentiful free cash to gamble in his hedge fund (and now many are failing).  But, whomever is manipulating this one had ready access to insider information.  Oh yes, it looks like they'll win, if enough sell (but we are not seeing the volume yet).

Maybe the CTO should have been called the RSCTO (Retail Shareholder Confidential Treatment Order)?

Who can trust this market short-term?  Not us.   I am in for the long haul, tired of watching the crime scene today, you all have a great day.

[Deleted]

Dec 14, 2015 8:29:20 GMT -5 vissertrades said:

[...***...] sick of this [...***...], when the [...***...] will we see a ROI, the son of a [...***...] better have a plan or I'm personally going to beat the [...***...] out of them. :-)

Lets throw in a bunch of different pair of (@)(@) to make the day a little better


(*)(*)

(0)(0)

{0}{0}

(.Y.)

[mssciguy]

Dec 14, 2015 11:51:41 GMT -5 @reverselo said:

Dec 14, 2015 8:29:20 GMT -5 vissertrades said:

[...***...] sick of this [...***...], when the [...***...] will we see a ROI, the son of a [...***...] better have a plan or I'm personally going to beat the [...***...] out of them. :-)

Lets throw in a bunch of different pair of (@)(@) to make the day a little better


(*)(*)

(0)(0)

{0}{0}

(.Y.)

How about like when, in that Adaams Family Episode, Gomez watches the stock ticker as he is playing with his model trains, and smoking a cigar.  He sets up two locomotives to crash head on, and as he is doing so, watching the ticker, smoking his cigar and he breaks into crazy laughter.  Gomez was a short and relished on destruction.

[Deleted]

Dec 14, 2015 11:56:08 GMT -5 mssciguy said:

Dec 14, 2015 11:51:41 GMT -5 @reverselo said:

Lets throw in a bunch of different pair of (@)(@) to make the day a little better


(*)(*)

(0)(0)

{0}{0}

(.Y.)

How about like when, in that Adaams Family Episode, Gomez watches the stock ticker as he is playing with his model trains, and smoking a cigar.  He sets up two locomotives to crash head on, and as he is doing so, watching the ticker, smoking his cigar and he breaks into crazy laughter.  Gomez was a short and relished on destruction.

The black and white TV show Adams family?

[mssciguy]

Dec 14, 2015 11:59:10 GMT -5 @reverselo said:

Dec 14, 2015 11:56:08 GMT -5 mssciguy said:

How about like when, in that Adaams Family Episode, Gomez watches the stock ticker as he is playing with his model trains, and smoking a cigar.  He sets up two locomotives to crash head on, and as he is doing so, watching the ticker, smoking his cigar and he breaks into crazy laughter.  Gomez was a short and relished on destruction.

The black and white TV show Adams family?

yeah.  Unforgettable episode, did not understand how that worked until I saw a couple companies destroyed.

I hope this isn't another.  Even Cramer admits that hedge funds destroy companies.  Screw it, I am not selling.  

[Deleted]

Dec 14, 2015 12:01:02 GMT -5 mssciguy said:

Dec 14, 2015 11:59:10 GMT -5 @reverselo said:

The black and white TV show Adams family?

yeah.  Unforgettable episode, did not understand how that worked until I saw a couple companies destroyed.

I hope this isn't another.  Even Cramer admits that hedge funds destroy companies.  Screw it, I am not selling.  

I can thankfully say I have never watched a black and white show!!! LOL

[mnkdfann]

Dec 14, 2015 11:01:03 GMT -5 mssciguy said:

Dec 14, 2015 10:52:54 GMT -5 mnkdfann said:

You have a point about possible TS partnerships having being touted by MNKD for a number of years, with nothing ever happening. I do wonder why it would be different this time around.

I beg to differ.  The potential is there.  Afrezza is probably one of the hardest possible TS/Dreamboat applications possible.

So, the technology goes way beyond the simpler inhalers out there.

But with our friends (like GSCO and the HFT firms), well, who needs enemies?

I'm not sure where we differ. I agree with what you wrote. I agree the potential is there. I was talking about MNKD's pattern of over-promising and under-delivering.

Maybe this time will be different, we can hope.

[esstan2001]

Dec 14, 2015 11:10:24 GMT -5 mssciguy said:

Thanks to the tens of trillions of new money globally over the past seven years, nothing makes sense. 

>>>> you got that right. Created many distortions that we have yet to see the effects of.


Look at solar.  It should be sky high right now thanks to the climate deal.  But it's also down 90% over the past several years.

>>>> eh, Solar still has many economic (and some environmental, if you take a holistic view) issues, and especially in light of the low prices of oil.  

In the long run, it could be the Federal Reserve that's to blame.  ....

>>>>  For a lot !  

....But, whomever is manipulating this one had ready access to insider information.  Oh yes, it looks like they'll win, if enough sell (but we are not seeing the volume yet).

>>>> Very plausible that you are onto something here, considering all the incest between Golden Slacks, Greenhill, various hedgies, and SEC, Treasury, etc. You are likely correct in that some were privileged to illegally view key deal info that allowed them to craft a scheme to drive down the market cap and retail wealth associated with Mannkind.

Live and learn, there is a crook around every corner that is after your money, and a lack of any enforcement of the myriad statutes and laws already on the books.