Excellent Find! By A Commenter Currently — And Timely — Called “Oscar” [Heh!]

I speculated a bit, in the comments earlier this morning, about why this might be happening — and happening, now.

But over my coffee, and banana — on sober reflection — it seems pretty clear.

I’ll spare you all the M&A arcania… the upshot is that Phoenixus AG gets control of a US public company parent that owns a NYC private R&D company… in the pharmaceuticals space. Specifically, a company focusing on neglected diseases… and orphan drugs for them.

Sound familiar? It should — that was the gambit in late 2015, when Martin got his hands on the public company then called KaloBios. He was purportedly going to put the neglected disease / hopefully orphan drug / priority review voucher from his wrangling to get his hands on a Chagas program… into the company then called KaloBios.

But he got perp-walked, first. Game over.

Fast forward over six years, now — and Martin may lose control (as we’ve explained in great detail, as recently as last night) of his stake in Phoenixus AG — unless he acts quickly to provide around $4 million of liquid funds to Dr. Koestler. But selling such a large stake in a private Swiss domiciled company is a very slow process, if one wishes to get full value.

So — per an SEC Form 8-K highlighted by our new best friend / golden statuette, “Oscar”, we learn that Phoenixus, via a complicated set of acquisitions, will end up holding 99% of a public company that controls a neglected diseases pharma subsidiary called SevenScore Pharma.

That ought to allow Phoenixus to transfer either its non-tainted businesses, or the tainted Daraprim one, into the chain, and then use the public NASDAQ markets to sell shares to raise the funds to pay Dr. Koestler his $4 million, and Uncle Sam the remaining unpaid… ~$3 million.

The one thing it cannot do is gut the private entities affiliated with Phoenixus AG (cough! Vyera) of their earning power — those companies “on the hook” for the insurance suit, and the antitrust suit, both in federal court in Manhattan. The FTC/DoJ — and BCBS of Minnesota, and the state AGs would immediately enjoin such a move.

But from here, it looks like Martin may soon again contol a goodly chunk of a public company through this transaction.

Of course, Martin’s sentencing terms explicitly PROHIBIT that — so, I’d expect that Phoenixus AG will pay off all the judgments, in one way or another (likely by buying up almost all of Martin’s remaining shares, EXACTLY as happened in the West Coast federal bankruptcy courts, in the old KaloBios workout), all while NOT allowing Martin to end up with more than 1% of the effective control of this emerging public pharma R&D house. [BTW — the failed public company shell… being employed to do this deal, used to be in the business of holding options on B-list script projects, in Hollywood.]

Thus “Oscar” was wryly prescient, in choosing his handle. Flawless.

Much more to come on this — to be certain.

Onward, on a sunny Spring Sunday — grinning.