Mosaic ImmunoEngineering is a nanotechnology-based immunotherapy company developing therapeutics and vaccines to positively impact the lives of patients and their families.

Free
Message: Re: This is an important statement, - Bill.. SGE

Guess I should have said 6 people, as 4 people agree with you. Here is the agreement:

"In consideration for entering into the Termination Agreement, we
agreed that through May 31, 2008 we would obtain Swartz's written
approval at least 30 days prior to entering into (i) any acquisition
of any business entity or asset of any kind where the aggregate
number of shares of common stock and derivative securities (on a
fully diluted basis) issued as consideration for the acquisition
equals or exceeds 10% of the number of shares of our common stock
outstanding at the time of the acquisition (on a fully diluted basis)
or (ii) any acquisition (regardless of size) by us of any business
entity or asset of any kind that is not unanimously approved by our
board of directors." (page 18)

You say: "And I don't see where the "Swartz M&A approval" thing is even a real issue. Read that portion of the agreement again. It's only under specific circumstances that he gets a say. What's the likelihood of one of those specific circumstances occurring? Pretty slim, IMO. And if one did arise (e.g., all BoD can't agree), they'd probably scratch the plan before approaching Swartz."

I say, if one knew the whole story as to the interwoven people involved...you could look at #2 and say that Swartz has complete and utter control. Not only does he have 30 days to look it over but if he doesn't like it, he has his ace in the hole with CJ to vote NO. Did I ever tell you I thought these guys were "tight"?

I remember another guy that was in tight as well. The BOD told us his claims were baseless but according to the 10Q it looks like we paid him a 1/2 million dollars. Why is it that LG deserved any more of our money? imo,joe


May 08, 2008 04:00AM
1
May 08, 2008 04:10AM

May 08, 2008 06:20AM
Share
New Message
Please login to post a reply