Sesen Bio Inc (SESN) Quote

https://seekingalpha.com/news/3976183-carisma-stock-spikes-jefferies-issues-buy-lead-asset

Anybody get there special dividend?

No CARM board?

https://www.fiercebiotech.com/biotech/carisma-saving-throw-helps-rescue-sesen-deal-sealing-fresh-cash-fund-cell-therapy-pipeline

I voted no. Considering the special dividend and after the RS I am at an 87% loss. Add it to the "crap decision" column of my portfolio

Yep, they usually are. Listing requirements demand them.

We have been totally hosed

Wow. RS is a killer

1/3

Does anybody knows what would be the value of SESN after it changes its name to CARM?

If you had, let's say 10,000 shares how many shares of CARM will you get?

While disappointed by the miss on Sesen's ability to execute an independent commercial launch of vicineum for bladder cancer, based on the facts and the financial market conditions last year, I think the transaction provides the best value for me and a good shot on goal with Carisma validated with the cash of the other pharma/investor players they attracted.

I want short term value. CEO really flubbed this. He needs time behind bars.

Anyone here have thoughts on voting for or against the merger with carisma? I’ve read both povs and not clear in my mind which is best. The group against the merger is definitely looking to unlock more value short term

Ouch!

https://www.businesswire.com/news/home/20230125005304/en/Investor-Group-Issues-Letter-to-the-Boards-of-Sesen-Bio-and-Carisma-Rejecting-Their-Apparent-Attempt-to-Purchase-Merger-Support

https://www.businesswire.com/news/home/20230105005420/en/Investor-Group-Issues-Letter-to-Sesen-Bio%E2%80%99s-Board-of-Directors-Regarding-Intent-to-Vote-AGAINST-Proposed-Carisma-Merger

https://www.businesswire.com/news/home/20230103005207/en/Investor-Group-Reiterates-Intent-to-Vote-AGAINST-Sesen-Bio%E2%80%99s-Value-Destructive-Merger-with-Carisma

The merger provides, as now constituted:

$0.34 per share cash dividend ($70 million 1H2023)

$0.14 per share CVR for Roche $30M milestone (binary cash payment - accrues paid upon Roche’s initiation of a Phase 3 clinical trial with legacy IL-6 antagonist antibody if initiated prior to December 31, 2026)

$?.?? cash if Vicineum is sold/licensed - added to the CVR - the best way we can participate in capturing any value based on the uncertainty/board's unwillingness to fund another Phase 3

$0.40 ~ stock in Carisma which has a bunch of cash on-hand (partially from our remaining $75 million) and liquidity as a public company - alongside investors Abbvie, TPG Biotech, Moderna, Wellington - and a stake in their promising IP

RS through a merger. They're going to plow through the RS as a good thing through their "strategic" merger.

I like the trading action. Something Maybe brewing

If they license or sell Vincineum rights SHs will win.

They're basically getting their RS through the merger and shafting SH. This is how they'll regain compliance as they know this time around SP isn't going backnover a $1 on it's own

Vincineum held out of the merger. Still looking to sell Vincineum or Mighty Strong partner, We have till 1/1/23

What's going to happen with SESN shareholders after the merge?
Will the new ticker CARM carry the existing SESN shares?
Will the SESN ticker be delisted?

Vincineum for Bladder Cancer is for sale NOW. We need Quilu to get a great phase 3.

It's very possible he wants to sell it. After all, he gave himself and his minions tons of incentive grants. All at above the current price of SESN.

Do you think he would take a hit for the company to be in a better place in possibly 5 years ?


Nah, he's gonna want to get paid sooner.

Jmo

I think Cannell want to sell Vini for $10 pps for bladder and head and neck.

Tommy probably feels he can't dangle the Vici carrot any more and is trying to find a new drug to dangle in front of investors

Read about merger. Vincineum on back burner.

What is the deal? Sorry I do not know.

Tommh is a real POS. This deal sucks.

Sure looks that way

Not the news folks wanted. Investors wanted an out through a sale. Tommy boy ain't letting his cash cow go that easily though

Merger announced

"Sesen Bio SESN... carrying a Zacks Rank #1 (Strong Buy) at present.

Sesen Bio’s loss estimates for 2023 have narrowed from 27 cents per share to 1 cent per share over the past 30 days. Shares of Sesen Bio have declined 19% this year so far.

Earnings of Sesen Bio beat estimates in all the last four quarters, delivering a four-quarter surprise of 89.49%, on average."

https://finance.yahoo.com/news/sanofi-sny-hemophilia-drug-bla-153803082.html

They are close IMO. Even the company has mentioned in the last filing that they hope to have things wrapped up by the end of year. They probably figure there is a potential buyer or partner out there.

Come on Tommy Let's make a deal! It'sa $4B market

Then might as well hold on to my shares. Would be a nice move to $12

My guess is Cannell has a deal if Qilu phase 3 data WOULD get approval.the market is worth $12 a share for bladder cancer. If they have any data worth talking about for pancreatic that doubles. That would be a great deal for both parties. Roche, Merck, an AZ will be suitors.

Do we think they are coming soon?

Where is QILU results? That might shake it up?

Need intercession by God to get this to market.

Nobody cares about the ip divestment.

Nice. Was hoping for a buyout but who can argue with this cash infusion from ip that could not be developed organicly

Item 1.01 – Entry into a Material Definitive Agreement.

On July 18, 2022, Sesen Bio, Inc. (the “Company”) announced that it has executed an asset purchase agreement (the “Asset Purchase Agreement”) with F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc. (“Roche”) pursuant to which Roche purchased all patent rights and know-how related to the monoclonal antibody EBI-031 and all other IL-6 anti-IL antagonist monoclonal antibody technology owned by the Company (collectively, the “Intellectual Property”) for up to $70 million. As a result of the Asset Purchase Agreement, the Company’s previous license agreement with Roche dated June 10, 2016 (the “Roche License Agreement”) was terminated resulting in no further diligence, milestone or royalty payment obligations under the Roche License Agreement. Prior to the termination of the Roche License Agreement, the Company had received $50 million in upfront and milestone payments from Roche.

The Asset Purchase Agreement includes a $40 million payment to Sesen Bio upon execution of the Asset Purchase Agreement, and an additional $30 million payment to Sesen Bio that is conditioned upon Roche’s initiation of a Phase 3 clinical trial with EBI-031 for a defined indication prior to December 31, 2026.

The Company entered into the Roche License Agreement in June 2016 pursuant to which the Company granted Roche an exclusive, worldwide license to develop and commercialize the Licensed Intellectual Property. EBI-031, a humanized monoclonal antibody that potently binds IL-6 and inhibits all known forms of IL-6 cytokine signaling, is currently being developed by Roche for the potential treatment of ocular diseases.

As previously disclosed, Sesen Bio has initiated a process to review potential strategic alternatives with the goal of maximizing shareholder value. The Company believes the Asset Purchase Agreement and the associated proceeds have the potential to enable a favorable strategic transaction by increasing the range and attractiveness of strategic alternatives that the Company is able to consider.

The foregoing description of the terms of the Asset Purchase Agreement is not complete and is qualified in its entirety by reference to the Asset Purchase Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
https://ir.sesenbio.com/node/11681/html

Item 1.01 – Entry into a Material Definitive Agreement.

On July 18, 2022, Sesen Bio, Inc. (the “Company”) announced that it has executed an asset purchase agreement (the “Asset Purchase Agreement”) with F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc. (“Roche”) pursuant to which Roche purchased all patent rights and know-how related to the monoclonal antibody EBI-031 and all other IL-6 anti-IL antagonist monoclonal antibody technology owned by the Company (collectively, the “Intellectual Property”) for up to $70 million. As a result of the Asset Purchase Agreement, the Company’s previous license agreement with Roche dated June 10, 2016 (the “Roche License Agreement”) was terminated resulting in no further diligence, milestone or royalty payment obligations under the Roche License Agreement. Prior to the termination of the Roche License Agreement, the Company had received $50 million in upfront and milestone payments from Roche.

The Asset Purchase Agreement includes a $40 million payment to Sesen Bio upon execution of the Asset Purchase Agreement, and an additional $30 million payment to Sesen Bio that is conditioned upon Roche’s initiation of a Phase 3 clinical trial with EBI-031 for a defined indication prior to December 31, 2026.

The Company entered into the Roche License Agreement in June 2016 pursuant to which the Company granted Roche an exclusive, worldwide license to develop and commercialize the Licensed Intellectual Property. EBI-031, a humanized monoclonal antibody that potently binds IL-6 and inhibits all known forms of IL-6 cytokine signaling, is currently being developed by Roche for the potential treatment of ocular diseases.

As previously disclosed, Sesen Bio has initiated a process to review potential strategic alternatives with the goal of maximizing shareholder value. The Company believes the Asset Purchase Agreement and the associated proceeds have the potential to enable a favorable strategic transaction by increasing the range and attractiveness of strategic alternatives that the Company is able to consider.

The foregoing description of the terms of the Asset Purchase Agreement is not complete and is qualified in its entirety by reference to the Asset Purchase Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
https://ir.sesenbio.com/node/11681/html

Rumors of Roach buyout circulating

Punchline: There is about $1.00 per share of cash after the Roche APA, plus up to ~ $0.15 per share of future payments from Roche vs. stock price < $0.62 WITHOUT CONSIDERING THE VALUE OF VICINEUM.

Two SESN 8-Ks today contained this key information:

1a. They disclosed clarifying information regarding discussions with FDA. Now they can disclose these items to potential partners and let them select a path forward.
1b. They are suspending development. If there is a timely partnering/sale event, the new partner/owner can decide the path forward. There could be a reduction in workforce and related cost, but the two 8-Ks might be part of clarifying the field for final bids on the company.
1c. “As of June 30, 2022, the Company had $161.2 million in cash and cash equivalents, no outstanding debt and fewer than 0.2 million outstanding warrants.”

2a. They announced the APA for the legacy drug EBI-031.
2b. “The Asset Purchase Agreement includes a $40 million payment to Sesen Bio upon execution of the Asset Purchase Agreement, and an additional $30 million payment to Sesen Bio that is conditioned upon Roche’s initiation of a Phase 3 clinical trial with EBI-031 for a defined indication prior to December 31, 2026.”

VALUE:
a. So there was cash of $161.2 million plus $40 million, or cash (before July cash burn) of ~ $201.2 million or about $1.00 per share.
b. There is the potential for an additional $30 million payment from Roche (up to $0.15 per share by 2026).
c. Vicineum Out-licenses & market opportunities:

i. Qilu license for China, Hong Kong, Macau and Taiwan (“Greater China”) $20 million in tech transfer and regulatory payments still available + 12% royalties ($0.10 per share plus royalties still available) - upfront payment of $12 million (previously received) and is eligible to receive up to an additional $23 million in technology transfer and regulatory milestone payments (of which ~$3 million was received). Upon commercialization in Greater China, Sesen is also entitled to receive royalties on net sales in Greater China.

The Investigational New Drug application for Vicineum submitted by Qilu to the Center for Drug Evaluation of the NMPA was accepted for review in January 2021 and approved in March 2021, resulting in a $3 million milestone payment from Qilu, the first milestone payment out of the $23 million in potential milestone payments. The Company recorded $2.8 million (net of VAT) as license revenue during the three-month period ended March 31, 2021. The Company received the payment in 2021.

In June 2021, the Qilu License Agreement was recognized by Shandong Province, Bureau of Science and Technology as a "Technology Transfer". An agreement that is designated as a Technology Transfer shall be entitled to a tax incentive of VAT recovery. As such, the Company recorded $0.9 million of revenue during the three months ended June 30, 2021 for additional purchase price resulting from Qilu's obligation to pay Sesen an amount equal to its recovery of VAT. The Company will not be subject to VAT on future potential milestone payments from Qilu.

ii. US

iii. Europe

iv. MENA

v. ...EIP Eczacibasi Ilaç Pazarlama A.S., (“EIP”) pursuant to which it granted EIP an exclusive license to register and commercialize Vicineum for the treatment of BCG-unresponsive NMIBC in Turkey and Northern Cyprus (the “EIP License Agreement"). Under the terms of the EIP License Agreement, the Company is entitled to receive an upfront payment of $1.5 million. The Company and EIP have amended the license agreement to defer EIP's payment of the upfront payment to coincide with the potential FDA approval of Vicineum. The Company is eligible to receive additional regulatory and commercial milestone payments of $2.0 million and is also entitled to receive a 30% royalty on net sales in Turkey and Northern Cyprus.

iv. ROW

Offsets to value above:

Options for 15.7 million shares at a weighted avg price of $1.93 for 2021 and prior are out there plus 1.1 million shares granted in 1Q'22 at wtd avg of $0.71.

Payments under in-license agreements: one-time and royalty payments are triggered upon certain development milestones and commercial sales (see the SEC filings).

I unloaded a few today also

dude, i am outta here - dropped this thing like a hot potato at 70b this AM and glad to be out!

Not with Tommy boy at the helms. He knows exactly what to say to string investors along just before the rug pull