14 Comments
User's avatar
generalsandworkouts's avatar

Interesting to see they sold oncology assets, but assume they’re not worth much considering no price was disclosed. On the other hand, the timeline is extending out already, considering they haven’t filed for dissolution yet and the proxy notes any distributions would be at least three years after filing. Thanks for this write up by the way, I bought some after reading.

Robert Dippolito's avatar

What a fascinating little read that turned into a much longer read! Thx for sharing. I wish I saw this a little sooner. I saw something in the proxy about locking down the list of registered shareholders on what they call the 'Final Record Date'. This is a little unsettling if one were to pursue something through an OTC transaction. There is risky and then there is silly. Curious...I am still seeing active trading on HOOK with reasonable volumes, all things considered. Am I missing something?

writser's avatar

The final record date is standard procedure. What they say is that if they file for dissolution the stock will be delisted and only shareholders who held through the delisting will receive the liquidation proceeds.

As to whether you are missing anything: I don't know! There have been no new filings / updates for about two months. The lack of updates is perhaps a tiny bit concerning but I personally don't think it is a big deal.

The biggest change since the write-up is that the price is now about 10% higher, making it slightly less attractive in my opinion.

Money Metroid's avatar

This is a rare post that makes me want to learn to fish rather than reach for the fish in the author’s basket. Well done.

Love how the proxy background is like a detective's file. My first time skimming one. Guessing Baker Bros (9.9% then and now - good sign) is the "such stockholder" that went activist in June 2024 to help HOOK see the writing on the wall. Then after a longshot merger and PIPE with a UK shite-co fell apart, vultures circled and HOOK got at least one credible offer for a small premium to their cash(?). But then with Gilead’s quasi blocking stake, negotiating an asset sale to them and winding down what's left made more sense.

Close? Missing a lot?

writser's avatar

Yes, the background section is always worth a read. Your read is as good as mine, I think that is about what happened. I don't think Gilead "blocked" an alternative transaction, it's just that they were the natural buyer for the company assets but they weren't interested in buying the whole company and winding it down (it's all chump change to them anyway).

So Gilead and Hookipa came up with the asset transfer plan but due to the transfer plan RemainCo wasn't really attractive for, let's say, Kevin Tang, who could have entertained a cash offer but wasn't going to pay $10m for the company assets.

Money Metroid's avatar

Ah good point, there was commentary in there about Gilead repeatedly telling Hookipa no, we care only about HB-400 and HB-500, the rest is a headache to us.

Working my way through some of your other quiz q’s now and playing with CourtListener for practice. Cheers writser.

writser's avatar

2025 annual: https://www.otcmarkets.com/file/company/financial-report/547261/content

Still mentions: "The Board anticipates that any distribution to stockholders will not occur any earlier than the date that is three years after the filing of the Certificate of Dissolution". No update on distribution range. HOOK still looks reasonably attractive, not as nice as it was a few months ago though.

Hedge Fund Guy's avatar

Hi writser, thanks for the great write up! I saw you mentioned "Shares traded at $1.15 before the company announced on July 18 it would delist from the NASDAQ. Since then shares dropped over 25% on no news whatsoever from either Hookipa or Gilead" and was wondering if shareholders are dissatisfied with management or governance given this sharp post-announcement drop despite the approved liquidation plan and the single-line proxy statement snippet suggesting a potential payout around $1.28 to $1.72 per share (with a long 3-year lockup horizon)?

writser's avatar

I think a lot of that price movement is explained by indiscriminate selling due to the delisting. A lot of (passive) investors simply have no mandate to hold OTC-traded securities and have to sell no matter what. Delistings are one of my favorite hunting grounds.

Just from the top of my head, check out the price action in SFE (Safeguard Scientific) when it delisted in 2024, OMCC and TTSH last year, SYBX this year. It's a recurring theme that stocks crater around a delisting event. The big question is of course whether they will go back up again :)

SFES traded down ~40% the day of the delisting and traded right back to where it was before the next day.

Hedge Fund Guy's avatar

Thanks for responding! I’d love to connect further if possible. Would you be interested in jumping on a short call? What would be the best way to contact you further?

writser's avatar

You can send an email to writser at this domain dot com

Joe's avatar

Hi Writser. Does anything in the recently amended quarterly report impact the thesis here? I’m trying to determine if I am missing something or if some is just bailing on it today.

writser's avatar

Not that I know.

Robert Dippolito's avatar

Amazing to me how this community finds these little treasures 😀