Amick will not even put out a PR about this. Fiduciary responsility sir?

Discussion in 'Dendreon' started by Anonymous, Oct 17, 2014 at 12:46 AM.

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  1. Anonymous

    Anonymous Guest

    What has to be disclosed in an 8-K announcement, versus what can wait until the next quarterly 10-Q filing, is based on "materiality" of the information. Since the company does not yet have any revenue from the UK, they can probably keep shareholders in the dark about this until the 10-Q.

    Alternatively, if they do decide that this is "material" information, they are still within the four day window for filing an 8-K. A lot of companies release less positive news on Friday after the market closes which is still three hours away as I write this. Admittedly that is the coward's approach, but perfectly legal.
     
  2. Anonymous

    Anonymous Guest

    I respectfully disagree. I think this is material because of what they have said in the past about the UK. It is material news to many who had expectations based on previous statements.
     
  3. Anonymous

    Anonymous Guest

    You may disagree, but that is not how the SEC and auditors interpret the word "material". While it is ultimately a judgment call, the general guideline is that if an item impacts less than 5% of a company's revenue or assets then the item is immaterial. As DNDN never publicly forecast that revenues from publicly-reimbursed hospitals in the UK would equal or exceed 5% of total revenues in the next operating cycle (operating cycle is accountant-speak for "one year"), then I think they can wiggle off the hook on this disclosure.

    Note that the product is approved for sale in the UK, and that has not changed, but the NHS has declined to pay for it at the price requested.
     
  4. Anonymous

    Anonymous Guest

    Ok what you have said here makes sense. But what about the departure of a Chief Medical Officer. What is the general guideline on that? If the communications officer leaves I think they don't have to disclose that because her presence here has no impact on the company except to drain her compensation package from the company. But what about a Chief Medical officer. Isn't that a material departure?
     
  5. Anonymous

    Anonymous Guest

    They keep her around for one last PR late in 2015. Without a communications executive who would be able to write that last PR?
     
  6. Anonymous

    Anonymous Guest

    That seems mentally ill. They could outsource a PR for a few hundred dollars. There has to be some other reason they keep a communications person on the payroll. Does anyone know why? Mr. Amick?
     
  7. Anonymous

    Anonymous Guest

    The requirement to announce executive departures (and arrivals) is for specific SEC-designated job titles. Chief medical officers are not on the list of jobs that have to be disclosed.
     
  8. Anonymous

    Anonymous Guest

    It is not by job titles. The important question is if they are "named" officers or "covered" officers. This likely self-imposed gag order is likely to trip them up at some point in time. A company that is completely quiet for months is not operating under the spirit of the way a public company should operate. That is why they are called public companies. They are owned by the public. Likely only a matter of time before they fuck up again.
     
  9. Anonymous

    Anonymous Guest

    The medical director is (was) neither a named nor a covered officer under Regulation S-X so the company is legally compliant. Minimally compliant is still compliant as the law requires nothing more.

    However, the lack of communication to shareholders is definitely not the best demonstrated practice, and if you object to their lack of transparency at this critical time I would not disagree with you.
     
  10. Anonymous

    Anonymous Guest

    Yes serious objection at this critical time. Thanks for the legal analysis. When a company tries to do the bare minimum legally it sets up a situation where they will likely fuck up at some juncture as there are probably many lawyers following this lack of transparency closely.
     
  11. Anonymous

    Anonymous Guest