Julian Singer increases Catalyst Biosciences Inc. stake and ups the ante in proxy fight

Julian Singer, the son of famed activist investor Paul Singer of Elliott Management, said his JDS1 fund increased its stake in Catalyst Biosciences Inc (NASDAQ:CBIO) by 53% to 2,014,832 from 1,312,532.

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In a 13D classification with the U.S. Securities and Exchange Commission, Singer, trading as JDS1, said it bought the shares because he and a group of other investors said on May 9 that they planned to solicit proxies at the company’s 2022 annual meeting.

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Singer and the band named three directors, Shelly C. Lombard, Matthew Stecker and Igor Volshteyn. He also wants Catalyst to declassify its board and amend its bylaws to elect directors annually.

Shareholders are upset that Catalyst, on May 23, disclosed its acquisition of Vertex Pharmaceuticals Inc. but did not provide adequate transparency.

In the filing, Singer said, “the issuer’s asset sale announcement comes nearly three years after JDS1, in its letter dated July 22, 2019, first asked the issuer to retain the services of a financial advisor to help it explore strategic alternatives, when the closing price of the shares was $8.32 per share.Although the price per share of the shares has increased since the issuer announced the sale of assets, based on the closing price per share of $1.34 on May 24, 2022, the price per share the share price is still down approximately 84% since July 22, 2019, date which JDS1 first called on the issuer to explore strategic alternatives.”

The group said it believed that absent a proxy fight, there was no way to hold the board accountable for the roughly 67% drop in the share price. over the past year. be distributed to shareholders, and he urged the company to set a date for its annual meeting and a vote on their proposals.

“As a result,” Singer said, “unless the issuer promptly publicly commits to a prompt distribution of cash and cash equivalents from its pro forma balance sheet to shareholders, excluding anything it must retain to cover contingent liabilities and administrative expenses. (Our) plans for a proxy contest at the 2022 annual meeting remain unchanged.”

Besides Singer, institutional sentiment at the CBIO is generally negative. Fintel’s the property accumulation score is 14.87, indicating significant sales by institutions and funds. The number of funds reporting a position in CBIO decreased by 8% over the last quarter, and average portfolio allocations decreased by 79%. The total number of shares held by institutions reported in 13F and NPORT filings decreased by 36% (excluding 13D and 13G filings).

Article by Greg Morcroft, Fintel

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