Avid Bioservices Inc (CDMO) News

Hey Paul
Was going to private message you but miss the free time. Hope you are doing well. Hope you didn't lose on HGEN.
It's been one hell of a ride. I try and PM you next Friday.
Dan

Hi Loof! Don’t spend much time here anymore as I only have a small position left in CDMO. Certainly not how we all hoped/expected things would turn out. Thanks for the info on your new biotech - sounds promising. I’m just getting a bit skittish with the risks in biotech. Take a look at AZ - I think they have a bright future. Take care!!!

Very opportune time for them to buy....it was clearly a set up..IMO!

Agreed. The real question is, Why now?

Now this is probably a "done" deal as they did complete a fairness opinion to value the company.....the question is, was this plan in place long before we heard about it and management kind of dogged it on the revenue front to keep the valuation artificially low? No one blamed or punished for missing the routine filing that caused the original debenture to come due immediately and of course this necessitated the need for the new financing which in retrospect, set the table for this take out private offer at a "fair" valuation.

I was always OK with selling, but not at current valuations....the plan was to fill capacity and then sell at a much higher price. The other disappointing thing, is that it looks like financing is loosening for all of these Biotechs that need their drug candidates manufactured and so the future looks really good for CDMO's going forward!!!

So unless one of these law firms can come up with something that sticks, or rather stinks, it is likely this deal goes through!

Thank you. I submitted. Low expectations however.

I spoke with an attorney at the Wohl Fruchter law firm. We had a great call. The attorney was thorough, patient and interested. The long and short of the call was that "step one" is to review the preliminary proxy when it is filed with the SEC to see what is disclosed/communicated concerning the negotiations and proposed sale, and potential bases for further investigation or legal action. I will be staying in touch with the firm while we await the filing of the preliminary proxy. I would also suggest reaching out to the firm if you're interested so you can potentially work with a group of like-minded investors in the future. You can reach the firm at the following link: https://wohlfruchter.com/cases/avid-bioservices/

The price would likely be higher in a year or two so they had to sell now. Duplicitous scumbags.

The only thing that makes sense is the acquiring entity tells MM, buy everything under $12.50. After the announcement undoubtedly there were large sell lots near the buyout PPS as there are a number of holders with a lower than $12.50 basis. Once those are gobbled up, the MM does both buying and selling within their own portfolios moving the PPS back and forth but just a little. Each of those trades get counted but shares are really not changing hands. MM is justified to make the market orderly, especially when there is low liquidity, which there would be after all the funds that wanted to get out, did. Looks like it is continuing today.

The game continues over 1 million shares traded up .01 cent

Michael

4ourretierment

Thank you I am thick headed I still do not understand how the MM was able to hoard 37 million shares ( 1/2 of all outstanding float ) and keep the PPS under 12.50 except a day or two, Also with over 100 % institutional ownership and no big sales according to the quarterly numbers that could have been accomplished. Not to mention the 13 Million shares that are currently short

Michael

I just may call him at 11:00 am .... as well 

I have a 10am call with Josh Fruchter.

Director Fiduciary Duties in the Sale of a Company

https://natlawreview.com/article/director-fiduciary-duties-sale-company

Directors must provide full, accurate, and timely disclosure to the company’s equityholders about the sale process and its terms.

Mark Bamforth
IMO this deal was set up years ago
IMO Avid was never going to be successful as a public company

Board Member
Avid Bioservices
Oct 2017 - Jul 2021 · 3 yrs 10 mos
Tustin, CA

Ampersand Capital Partners
Self-employed · 6 yrs 5 mosSelf-employed · 6 yrs 5 mos
Wellesley, Massachusetts, United StatesWellesley, Massachusetts, United States
Executive Advisor
Feb 2023 - Present · 1 yr 10 mosFeb 2023 to Present · 1 yr 10 mos
Operating Partner
Jul 2018 - Jan 2023 · 4 yrs 7 mosJul 2018 to Jan 2023 · 4 yrs 7 mos
Ampersand was founded in the late 1980s and began investing in healthcare in the early 1990s. Today, Ampersand is focused exclusively on growth equity investments in lower middle market healthcare companies. We are typically the first institutional investor in founder-owned businesses, where we work with the entrepreneur to help take the company to the next level.Ampersand was founded in the late 1980s and began investing in healthcare in the early 1990s. Today, Ampersand is focused exclusively on growth equity investments in lower middle market healthcare companies. We are typically the first institutional investor in founder-owned businesses, where we work with the entrepreneur to help take the company to the next level.

Good.

Looks like at least 4 different law firms are investigating the deal so far (I think 2 of them already mentioned here by other posters). Hope they aren't all just "ambulance chasers" ...:

https://www.globenewswire.com/news-release/2024/11/07/2976932/0/en/CDMO-Alert-Monsey-Firm-of-Wohl-Fruchter-Investigating-Fairness-of-the-Sale-of-Avid-Bioservices-to-GHO-Capital-Partners-and-Ampersand-Capital-Partners.html

Wohl & Fruchter LLP
Joshua E. Fruchter
Toll Free 866.833.6245
alerts@wohlfruchter.com
www.wohlfruchter.com

---

https://www.businesswire.com/news/home/20241107791780/en/CDMO-Stock-Alert-Halper-Sadeh-LLC-Is-Investigating-Whether-the-Sale-of-Avid-Bioservices-Inc.-Is-Fair-to-Shareholders

Halper Sadeh LLC
One World Trade Center
85th Floor
New York, NY 10007
Daniel Sadeh, Esq.
Zachary Halper, Esq.
(212) 763-0060
sadeh@halpersadeh.com
zhalper@halpersadeh.com
https://www.halpersadeh.com

---

https://www.prnewswire.com/news-releases/alert-rowley-law-pllc-is-investigating-proposed-acquisition-of-avid-bioservices-inc-302299172.html

Shane Rowley, Esq. at Rowley Law PLLC
50 Main Street Suite 1000
White Plains
NY 10606
914-400-1920
844-400-4643 (toll-free)
info@rowleylawpllc.com
https://rowleylawpllc.com/shane-rowley-partner/

---

https://www.businesswire.com/news/home/20241107702001/en/Shareholder-Alert-Ademi-LLP-Investigates-Whether-Avid-Bioservices-Inc.-Is-Obtaining-a-Fair-Price-for-Its-Public-Shareholders

Ademi LLP
Guri Ademi
Toll Free: (866) 264-3995
Fax: (414) 482-8001
gademi@ademilaw.com

My Guess Revolves Around Several Points As Follows...

I'm thinking some entity representing the ultimate buyers were given a price range to buy all that was being sold.
They don't want new shorters pushing the price down and risk either retail or II's deciding that the lower price would be worth buying and sitting on the shares for a couple months for an easy fixed profit.

For Instance, it wouldn't take a rocket scientist to see if the stock price hit $11.00, for example. Then when the buyout occurred someone could make an easy $1.50 profit per share for every share they could buy at $11.00

They also don't want any other shorters, that were not part of the underwritten financing, to cover and get cheap shares either!
If anyone will be buying cheap shares, they obviously would want to limit that as much as possible to the new buyers

I also think that I saw that the finalization is a "by a certain date" type of contract.
The way I read it left me with the impression that they could close the deal sooner... like if they ended up buying over 50% of issued shares (probably via a broker that represents the new buyers and is sitting on the BID below the buyout price.
My guess is that the broker worked a deal that ever share they can buy under $12.50, they can eventually sell to new buyers for the full $12.50 and pocket the difference (plus a small fee of course, lol).

On the other hand, I doubt we see the PPS spike over $12.50, unless the buying broker sees a chunk of shares that is above $12.50 and perhaps they decide to dash and buy, then drop again below $12.50.

So, a broker can set multiple buy orders covering like a 10 cent range and set a large possibly hidden buy just below that as a hard bottom price.
As I said, they don't want they price to drop too low by new shorters.

Well, I'm currently multi tasking. I had a couple other ideas to add, but at the moment I can't recall because I'm really focused on something else...

I hope my guesstimate of the situation helps. I can't swear that the contract has the option for an early completion, but I think I read that...

Yes, the deal still needs voting approval, but IF today's trading really was a bunch of II's that had been holding shares for this upcoming buyout, then 50% of the shares were just bought and the board can set a vote whenever they want and guarantee it will be approved.

Yes, it smells of collusion and unpublished material negotiations dating back to potentially as early as the financing was underwritten the first time!
And yes, they probably built the best facility they could afford (with our investing money) while planning to not fill the production to capacity.

Problem is, I can't prove any of that... but it seems highly likely.
Btw, did anyone else notice that there is still an open facility called Peregrine overseas that will be included in this purchase?
Things that make ya go hmmm... ikr?

OK, I gotta run.
Everyone can feel free to post your comments.
I freely admit that I may have made typos, or included incomplete thoughts, since I was multitasking.
Hopefully this all makes sense... not that it makes me or any of you happy, but there ya go!

Good nite for now & best wishes that someone comes up with a good loophole for us to recover a little more than $12.50 per share.

Interesting what Craig-Hallum said

Craig-Hallum downgraded Avid Bioservices (CDMO) to Hold from Buy with a price target of $12.50, down from $16, after the company said it was getting acquired by GHO Capital and Ampersand Capital. The firm says it has been its expectation since day one that this would ultimately be the outcome, but in all fairness, Craig-Hallum thought it would be a couple of years from now and at a higher price.

https://eresearch.fidelity.com/eresearch//evaluate/news/basicNewsStory.jhtml?symbols=CDMO&storyid=202411071127PRIMZONEFULLFEED9269579&provider=PRIMZONE&product=FULLFEED&exConsumer=Alerts

CDMO Alert: Monsey Firm of Wohl & Fruchter Investigating Fairness of the Sale of Avid Bioservices to GHO Capital Partners and Ampersand Capital Partners
BY GlobeNewswire
— 11:27 AM ET 11/07/2024
MONSEY, New York, Nov. 07, 2024 (GLOBE NEWSWIRE) -- The law firm of Wohl & Fruchter LLP is investigating the fairness of the proposed sale of Avid Bioservices (CDMO) (“Avid”) to GHO Capital Partners (“GHO”) and Ampersand Capital Partners (“Ampersand”) for $12.50 per share in cash.
The sale price is below the price target for Avid of $14.00 per share of Wall Street analyst Paul Knight of KeyBanc (source: TipRanks).
If you remain an Avid shareholder and question the fairness of the price, you may contact our firm at the following link to discuss your legal rights at no charge:
https://wohlfruchter.com/cases/avid-bioservices/
Alternatively, you may contact us by phone at 866-833-6245, or via email at alerts@wohlfruchter.com.
Why is there an investigation?
On November 7, 2024, Avid announced that it had agreed to be sold to GHO and Ampersand for $12.50 per share in cash.
Notably, the sale price is below the price target for Avid of $14.00 per share of Wall Street analyst Paul Knight of KeyBanc (source: TipRanks).
“We are investigating whether the Avid Board of Directors acted in the best interests of Avid shareholders in approving the sale,” explained Joshua Fruchter, a founding partner of Wohl & Fruchter. “This includes whether the price agreed upon is fair to Avid shareholders, as well as whether all material information regarding the transaction has been fully disclosed.”
About Wohl & Fruchter
Wohl & Fruchter LLP has for over a decade been representing investors in litigation arising from fraud and other corporate misconduct, and recovered hundreds of millions of dollars in damages for investors. Please visit our website, www.wohlfruchter.com, to learn more about our Firm, or contact one of our partners.
Contact:
Wohl & Fruchter LLP
Joshua E. Fruchter
Toll Free 866.833.6245
alerts@wohlfruchter.com
www.wohlfruchter.com
Image: https://www.globenewswire.com/newsroom/ti?nf=OTI2OTU3OSM2NTcxMTM2IzIyMzMyNzc=
Image: https://ml.globenewswire.com/media/NDVhNzk3OTItZjhiZi00ZTc0LTliOGUtZjliYTI3NGNmMzA5LTEyNDQ4MzA=/tiny/Wohl-Fruchter-LLP.png Source: Wohl & Fruchter LLP

HI Loofman, sorry but Colonel Gaddy Passed away several years ago, Frootie, Jazzbeerman,
and the old crew long gone from here! ... some of us from the mid 90's are still here and were hoping for a $30, $40, $50 Buyout based upon the Increased Capacity and Viral Vector Facility cash outlays .. to "Have to Settle" for $12.50 down from previous High of $34.50 is very disappointing and costly for all of us! ... I'm thankful I sold some at the $33 level, and bought more back at $4-$4.50 at the low sensing blood in the streets of oversold territory ...

Hopefully or maybe a "White Knight" could roll in bringing another higher bid, to bless us longstanding shareholders ... King, Bonfiglio, Lias, Legere, now Green in no particular order.... way too bad and RIP Dr THorpe!!!

Interesting that a number of brokerages seem to have conveniently "adjusted" their price targets for CDMO to $12.50/share.

Another Law firm: Halper Sadeh LLC Is Investigating Whether the Sale of Avid Bioservices, Inc. Is Fair to Shareholders

On behalf of Avid shareholders, Halper Sadeh LLC may seek increased consideration for shareholders, additional disclosures and information concerning the proposed transaction, or other relief and benefits

https://www.businesswire.com/news/home/20241107791780/en/CDMO-Stock-Alert-Halper-Sadeh-LLC-Is-Investigating-Whether-the-Sale-of-Avid-Bioservices-Inc.-Is-Fair-to-Shareholders

I can understand constantly trading at the slight discount to the buyout, but I can't believe 35M shares actually traded hands. Also for some reason there is 4M share difference between cnbc and yahoo.

4ourretiermant

How do we trade 34 Million shares with no fluctuation in the price if they are in fact sales ? TIA

Michael

Watch the options trading going forward...imao...r

In a sense, geo, we already have gone. How many of you use Schwab as a trading platform? Our tile view of our 10 biggest daily gain movers today in our taxable account shows that CDMO heads that list with 48k shares listed as #1. NVDA is #2 with 7550 shares. VCEL is #3 with 11,800 shares. CPRX is #4 with 12k shares. AMAT is next with 800 shares. AMD(1000 shares), AAPL(800 shares), MSFT(500 shares), CRWD(200 shares) and IONQ(400 shares) follow. IONQ is new in 2024, and I continue to add shares there.

In my IRA, GILD(3200 shares) and CDMO(4000 shares) are #1 and #2. CPRX, VCEL, VKTX, PWR and ORCL follow in daily gains. INSM, CG, and AMRN are losers in daily gain. Day gain in both accounts is ~ $184k. JNJ is down for the day at ~ $156/share in a separate account.

Or, Could It Be Those Buying Company? Glta,eom.

someone has to be taking a big position. No way in hell 31+M shares actually traded hands today without a MM shuffling between accounts accounting for a majority of the "trades". No one without some information takes a huge position for a 2 percent return.

I just bought 3500 share s at 12.23. Can't see any downside they are going to sell for 12.50 or a little more if we can get some pressure on them. Any thoughts what am I missing here?

I'm keeping my powder dry for now....but i did notice this when i was looking at the bylaws a few minutes ago... amendment 6/23/23 "Article II, Section 8 has been amended to eliminate the requirement that the Company’s stock list be made available during the whole time of a meeting of stockholders."...r

Best wishes to you all. Many have been here for many years. I lost money via PPHM and Avid. Hope many of you did better. Any one heard from CJ Gaddy ? He sure loved my Old Loofman’s Pure Kentucky Korn Licker.

My recent and long play Is ANVS. The company has a drug in late stages that is a game changer for Alziemers and Parkinson’s. It is close to going to NDA. I have Parkinson’s. I guess I swalllered to much Korn Licker in my life. Price target is $30. It’s now in the $8 range. Good CEO and very low outstanding. I hope you all get rich !!! Best to all.

Loofman

Thanks ArchieK. Best Wishes To All. Happier 2025!

I've sent my contact info to the firm. I hold a lot of shares and don't think $12.50 shows a good faith valuation of the company. Even if you use Key Bank's valuation of $14 it's deficient by 12%. The Board has a responsibility to ALL shareholders not just the inner circle, IMHO. I'll post anything I get back/info etc.

I hope you made some Geo. Cheers!

Where is everybody going with all their money?

Sooooo, that's it? Hope someone made money. Long live Techniclone!!!!

Ha-That didn't take long. Usually these are nuisance filings but, in this case, warranted.

Pretty sure this will be revised up. I'm guessing $15-$17.
Seen this before

Good. I’m glad someone is looking into it, although it is probably a firm of ambulance chasers. Very disappointed in Nick Green. I thought he was more ethical.

CDMO Alert: Monsey Firm of Wohl & Fruchter Investigating Fairness of the Sale of Avid Bioservices to GHO Capital Partners and Ampersand Capital Partners

https://www.globenewswire.com/news-release/2024/11/07/2976932/0/en/CDMO-Alert-Monsey-Firm-of-Wohl-Fruchter-Investigating-Fairness-of-the-Sale-of-Avid-Bioservices-to-GHO-Capital-Partners-and-Ampersand-Capital-Partners.html

One final insult to shareholders!  At least I can now move on with my life. Hoping Karma pays a visit to Nic and the gang some day, you are all criminals

Thanks Djohn - Had to double check. Due to the change of control, the convertible note holder also gets the make-whole additional shares. SO.. for each $1000 of convertible note, they will get 101.125 shares of CDMO (conversion rate) plus 12.6406 shares via make-whole. Thus at $12.50 share the original $1000 investment is worth $1422.07! Not a bad return for less than a year, and that's on top of the 7% interest and any short/covering profit they made. I hope a good attorney reviews the indenture because if CDMO missed an important detail in the last one, they are likely to do it again!

The Proxy is out
https://ir.avidbio.com/sec-filings/sec-filing/defa14a/0001140361-24-045462

https://ir.avidbio.com/sec-filings/sec-filing/defa14a/0001140361-24-045470

There is no way they could have concluded a new deal after the screw up in one day. Without a doubt the new deal was done earlier. One day is not enough time.

I would think another public company like HALO or whoever could offer a share/cash or full share offer that would better for shareholders than $12.50?

Wow...well that kind of brings everything into focus...it all makes sense now....no one punished or blamed for the original debenture debacle, and then the new debenture allowing the holders to short the stock...all sounds a little surreal...if I did not know any better, I would say that this was a well executed set up to take this company private long before the new debenture was negotiated???

Talk about a win win for management and the board. This whole thing stinks....the question is, do we just accept this and move on or investigate a little further??

Does anyone on this IHUB board not believe that this company(Avid) will do extremely well over the next 4 years or so with the loosening up of financing for these junior biotechs.....remember that this company will become extremely profitable as capacity is filled!!??

This does look like a done deal, unless there is some kind of a legal challenge or some other entity coming in with an offer which is doubtful?

Indenture and Notes

https://ir.avidbio.com/node/20686/html

I would think the shares bought after the buyout news would not be eligible to vote in the shareholders approval of the sale. And if that is the case the votes of the retail shareholders would make a bigger difference. I would think those who bought at higher to much higher prices will vote against the approval of the sale.

We and our present 52,000 shares agree, cheynew, even tough those shares are currently profitable at overall entry points of $6.22 and $2.41 in taxable and SEP-IRA accounts.

Dew Diligence has an interesting post on the Biotech Value board yesterday  that Roche and LLY are openly opposing NVO's purchase of 3 sites of Catalent that can do what CDMO can do with its single use reactors. About 76% of NVO's authorized shares are held by a holding company located in Europe-- Denmark or the Netherlands I recall from this past Sunday's CBS-TV program "60 Minutes."  NVO and its holding company together comprise one of the largest companies in the world in market value. CNBC-TV will interview NVO's CEO today in 11:00-12:00 time frame.

How long do you think Avid will remain privately held? Would HALO and/or JNJ bid higher for CDMO? How about VKTX that is actively seeking a site to produce its weight-loss drugs?