Civil Rights History: April 15, 1960 — Equal Time…

April 15, 2016 - Leave a Response

Just a short note, to link to Ella Josephine Baker (see masthead), and the formation of the Student Non-Violent Coordinating Committee, 56 years ago, this day.

In a smallish sense, this is “equal time” — given my prominent mentions of Dr. King. Not in any manner to diminish anything Dr. King did, but to acknowledge that Fundi Baker worked tirelessly behind the scenes, believing that genuinely “strong people would not need a strong leader.”

She never sought the lime-light, but was truly a driving force in all Americans’ continuing march toward full equality.

Now you know. Have a wonderful, Spring sun-drenched weekend, one and all — I’m out!

Chairman & CEO Kenneth Frazier Cashes About $1.56 Million In Equity Value (Pre-Tax)

April 14, 2016 - Leave a Response

In an SEC Form 4 just filed, we learn that in addition to his over $24 million in 2015 regular pay, the Merck Chairman & CEO has exercised and sold a bolus of his March 2008 stock options (or the underlying stock, on the NYSE) — netting (pre-tax) about $1.562 million. Not. Too. Shabby.

These sales occured in the markets today, and were conducted under his personal pre-arranged trading plan on file with the SEC. [That in turn means Mr. Frazier did not precisely pick the timing of the sale, only the general (formulaic) trigger points.]

Significantly, even after this latest transaction, he still holds well over half a million common shares of Merck, outright, and has fully vested options on more than an additional 2.6 million shares, and partially unvested options on another 1.2 million or so. So. . . he is still very heavily invested in Merck.

Just employing common sense here, I am all but certain his Merck stockholdings are his single largest asset class, by an order of magnitude — in his personal portfolio. He is — and remains — deeply engaged and aligned with Merck stockholders, in my view. Now you know — out for a walk-about, now. . . Be excellent to one another!

Is A Settlement Afoot, In The Kean University Vs. Russo (Developer) Spat?

April 14, 2016 - Leave a Response

We have been covering this for a few years now, so here is the latest — on this legacy Schering-Plough property.

It seems the likely terms of settlement will involve the developer (who bought the parcel from Merck) deeding/returning a portion of the 46 acres to Kean University. But only a portion. Here’s the NJ.com article — do go read it all:

. . . .Richard Berger, general counsel for Russo Acquisitions, which wants to redevelop the property, confirmed negotiations involve the university getting some of the property.

His comments came after a conference meeting Wednesday with Superior Court Judge Katherine Dupuis and gave the first indication about the status of the litigation and property that has been in limbo for more than two years. . . .

Let’s hope that the settled deal still preserves the bulk of the 46 acre parcel as taxable real property — for the benefit of the public school kids in Union, New Jersey. Onward — with a grin — on a warm clear afternoon, here. . . it is perfect out — windows open on the 12th floor. . . .

Merck Vs. Merck Global Name Battles: The Germans’ US Answer

April 14, 2016 - Leave a Response

This multi-forum, multi-country series of battles now counts one win for US Merck (described at paragraph 15, on page 5 of the link to US Merck’s original US complaint), and one win for German Merck — in two different courts and countries (in France, and England, respectively) in this seemingly endless battle over the rights to that five letter name. [Our April Fools prank on all of this, here.]

This morning, the German Merck took the nearly-unprecedented step (for multi-national public pharma at least) of making a press kit out of its answer-at-law, just filed overnight in the federal District Court in New Jersey. Here is a bit of that, but do understand, the German Merck has engaged in its share of overly aggressive actions, as well, in my opinion. As we’ve long said, the original agreements between the parties did not contemplate the global internet age. And so, the whole thing has become a bit of a mess.

In my view, the shareholders of both Mercks ought to urge the companies’ managements to either (i) settle this all by agreement, and stop wasting company funds on lawsuits, or (ii) one or both of them should find ways to more distinctly brand and name themselves.

[Litigation — particularly in a patchwork of geographies around the post-industrial world — is highly unlikely to supply a satisfactory comprehensive global answer, in no small part because no one court has global jurisdiction over the matter.] Having said that, I do understand that each company has invested literally tens of billions of dollars and euros in the brand each uses. So onward it goes [and before the pull-quote, here is a link to US Merck’s side of this US part of the story].

. . . .Merck KGaA is the original Merck and rightfully uses the name Merck globally except in the U.S. and Canada, where it is known as Merck KGaA, Darmstadt, Germany. It is the oldest pharmaceutical and chemical company in the world, with nearly 350 years of history.

Merck KGaA and MSD share a common heritage, starting out as a single pharmacy in Darmstadt, Germany, founded in 1668 by the Merck family, which still is the majority owner of Merck KGaA today. Merck KGaA grew to be one of the most reputable pharmaceutical and chemical companies in the world. It started doing business in the U.S. in 1890, more than 200 years after the company’s founding. . . .

[US Merck] has steadfastly refused to take appropriate measures, such as use of geo-targeting technology, to comply with its obligations. Instead, MSD indiscriminately uses the “Merck” name and trademark outside of the United States and Canada, rampantly and intentionally, in willful violation of the parties’ agreement. To protect its rights, Merck KGaA brought actions against MSD in the United Kingdom, France, Germany, Switzerland and Mexico. The English High Court has held MSD to be in breach of the parties’ coexistence agreement and liable for trademark infringement, and the French District Court has held MSD to be liable for trademark infringement. MSD’s request for relief against Merck KGaA, which has taken extensive steps to comply with the parties’ coexistence agreement, should be considered in this broader context given MSD’s willful, unclean hands. . . .

For MSD to suddenly complain that Merck KGaA’s use of “Merck KGaA, Darmstadt, Germany,” which MSD has accepted for nearly twenty years, is now unlawful, and for it to sue for federal false advertising over truthful statements about the company’s history, reveals that MSD is using this case as nothing more than a means to try to divert attention from its own misconduct and from its continued refusal to comply with its obligations under the parties’ coexistence agreement and under trademark law in the many countries around the world where Merck KGaA is the exclusive owner of the MERCK trademark. . . .

And so, even though the so-called Facebook Flap between them has long been settled, this battle rages on, consuming management time and lots of money, across countries and continents, in the post-industrial world. Do have a zen day, one and all. We will keep you smoothly in our thoughts. . . . smiling, as ever.

Merck’s Keytruda® Keeps Heat On BMS’s Opdivo® With Head And Neck Cancer FDA Submission

April 13, 2016 - Leave a Response

I’ll have more soon — on Off the road now — at a board meeting today, but BMS’s nivolumab, branded as Opdivo®, still holds the lead in this fairly high burden indication.
This morning’s announcement means that the FDA has blessed pembrolizumab, or Keytruda® with priority review status — and with an aspirational approval date of August 9, 2016. We shall see.

From an earlier note, at OncLive then:

. . . .Both nivolumab and pembrolizumab have demonstrated activity in patients with head and neck cancer. The phase III CheckMate-141 trial, which examined the anti–PD-1 agent nivolumab versus investigator’s choice of cetuximab (Erbitux), methotrexate, or docetaxel in patients with platinum-refractory squamous cell carcinoma of the head and neck, was stopped early after it was determined nivolumab had met its primary endpoint of overall survival. . .

This particular race will be neck-and-neck (rim-shot!) — but overall, BMS still holds a significant lead.  Travel safely one and all!

The “Way-Back Machine” — From Fred Hassan’s Stint At Pharmacia — That Ghost Rises, Again. . .

April 12, 2016 - Leave a Response

This must just paint Mr. Read’s back porch bright red, here over twelve years later. An appeals court just revived the federal pain-reliever class action lawsuit, against Pfizer.

As we covered in detail in the the 2008 to 2010 time frame, most of what went wrong (allegedly) with Celebrex®, and Bextra®, went wrong at Pharmacia — while Fred Hassan and Carrie Cox were leading the company (prior to selling it to Pfizer — so sorry Mr. Read!). That was pre-2004. Ouch. Some of Fast Fred’s gifts never stop giving, it would seem. Here’s a bit from the Reuters story out this afternoon:

. . . .By a 3-0 vote, the 2nd U.S. Circuit Court of Appeals in Manhattan said U.S. District Judge Laura Taylor Swain erred in dismissing the case after preventing Daniel Fischel, a former University of Chicago Law School dean, from testifying for the shareholders about potential damages.


It also said Swain was wrong to conclude that jurors could not find Pfizer liable for statements by G. D. Searle & Co and Pharmacia Corp, which previously made Celebrex and Bextra, that allegedly concealed the drugs’ cardiovascular risks. . . .

Now you know. It is actually nice not to have to mention Hassan/Cox here very often any longer — Merck has moved so far beyond their befuddled chicanery. All alleged, of course. Taking a tour of the Art Institute’s new Van Gogh exhibit this afternoon — off the grid for a while. Keep it spinning in good karma one and all. . . .

Mr. Frazier’s 2015 Total Compensation Is Down Slightly — At $24.2 Million — I’d Vote To APPROVE, In The “Say On Pay”

April 12, 2016 - Leave a Response

Merck’s latest SEC proxy statement was filed overnight. My overall review? I do approve. [Just four short years ago, I might not have so approved — there has been a night-and-day turnaround, here.]

With its clear, concise and plain English presentation — and easy to understand bold graphical references, I just wanted to commend Kenilworth on its transparency — about how it pays its top executives. We may all quibble about whether $24.2 million is really the amount needed to keep the CEO from looking for other work, but I will repeat that from 2013 through to today, his leading voice in all matters life science has been a stabilizing influence — often in fairly stark contrast with that of Ian C. Read, Pfizer’s chief. [And yes, I am aware that Mr. Read’s board paid him “only$17.98 million, for 2015.]

More often than not, Mr. Frazier’s views sound like the only adult in that sandbox, at least to my ear. In particular, I would mention his views on US multinational tax policies, as very thoughtful, and balanced — compared to Mr. Read’s.

As to his pay more directly, I’d say that he has turned in pretty darn solid performance over the last three years — in a highly volatile and challenging environment. So, in Merck’s request for an advisory “vote on pay”, this year — were I a shareholder (I am not) — I’d vote in favor of the pay awarded Mr. Frazier, and his top four officers beneath him. Here is a link (page 54) — go ahead and read it for yourselves:

. . . .The Company Scorecard, which focuses on our most critical business drivers—revenue, EPS and pipeline—is described in more detail beginning on page 44. Our performance during 2015 resulted in above-target achievement (144 points vs. a target of 100 points) of our financial and research-based objectives. These results, combined with individual performance, determine annual incentive payouts to the majority of our employees, including the NEOs. Strong Company operating performance in 2015 along with NEO individual performance that ranged from 100% to 125% resulted in average annual incentive payouts for the NEOs of 156% of target in 2015. . . .

And so, onward, on a bright sunny cool Spring Chicago morning. Be excellent to one another — smile.

O/T: Space Science — Kepler Now Back Online, And Operating In Normal, Stable Mode. Whew!

April 11, 2016 - Leave a Response

Well — I do so like to report good news — so here is some real good space science news.

NASA’s Kepler is back in normal operations-mode, downloading data, as it continues the hunt for worlds that might be in the so-called “Goldilocks Zone” — of the right size and tempuratures (via orbital trajectory and distance), to support liquid water, and just possibly — carbon-based life, like ours.

In just a few years of looking, it has identified 12 likely Earth-ish worlds. Here’s the latest update, from NASA:

. . . .Mission operations engineers have successfully recovered the Kepler spacecraft from Emergency Mode. On Sunday morning, the spacecraft reached a stable state with the communication antenna pointed toward Earth, enabling telemetry and historical event data to be downloaded to the ground. The spacecraft is operating in its lowest fuel-burn mode.

The mission has cancelled the spacecraft emergency, returning the Deep Space Network ground communications to normal scheduling.

Once data is on the ground, the team will thoroughly assess all on board systems to ensure the spacecraft is healthy enough to return to science mode and begin the K2 mission’s microlensing observing campaign, called Campaign 9. This checkout is anticipated to continue through the week.

Earth-based observatories participating in Campaign 9 will continue to make observations as Kepler’s health check continues. The K2 observing opportunity for Campaign 9 will end on July 1, when the galactic center is no longer in view from the vantage point of the spacecraft. . . .

Sweet! And. . . onward, with a huge grin, ear to ear, now. . . .

[U] O/T Space Science: Update On Kepler Exo-Planet Hunter

April 10, 2016 - Leave a Response

UPDATED: New post in a minute here, but NASA has been able to fully recover Kepler to operating status. The lil’ ship is now stable. Whew.

Back in 2012, the main science mission of the Kepler observatory solar-orbiting space telescope was completed — so these last four years have all been “bonuseye-in-the-night-sky time.

In all, the main mission — and extended K2 mission — have racked up (as of May 2015) some mighty impressive numbers — depicted at right. Of those nearly 5,000 distant planetary worlds now spotted, the discovery of twelve twelve, that are likely to be similar to ours — is perhaps the most impressive feat it achieved. Those twelve (updated from 8 as of April 2016) in fact could be home to beings like us — right now. Could be.

So. . . it saddens me quite a bit to report that, since mid-last week, the spacecraft has been burning excessive amounts of fuel, while operating in emergency mode — due to (at this point) unknown technical difficulties. We hope the little ship can be righted, but it may be that with only one of its four orientation gyros now working, it will no longer be responsive/maneuverable. We will keep a good thought, here. Here’s a bit from NASA, at week’s end:

. . . .Initial indications are that Kepler entered EM approximately 36 hours ago, before mission operations began the maneuver to orient the spacecraft to point toward the center of the Milky Way for the K2 mission’s microlensing observing campaign.

The spacecraft is nearly 75 million miles from Earth, making the communication slow. Even at the speed of light, it takes 13 minutes for a signal to travel to the spacecraft and back.


The last regular contact with the spacecraft was on April. 4. The spacecraft was in good health and operating as expected. . . .

And so, I suppose if this is to be the end of Kepler/K2. . . we may all smile, and quite fairly say “she gave us a very nice ride.” Namaste, to all of good will — take good care of one another.

In Guinea, Over 1,400 People Have Now Been Vaccinated In Latest Ebola Flare-Up

April 8, 2016 - Leave a Response

Once again, Kenilworth deserves high praise for supplying well over 1,400 doses of its experimental rVSV-ZEBOV Ebola vaccine almost immediately to rural Nzérékoré, Guinea (as well as a smaller number of courses, in Liberia) — in the latest flare-up. But the tide has turned — these are very small outbreaks, and all are from previously known chains of transmission, human to human, not animal to human.

That may seem like small comfort, but it does mean that the current vaccine stock is highly likely to remain effective. Here is the latest update, from WHO:

. . . . A large-scale government-led response continues in Guinea’s prefectures of Nzérékoré and Macenta, where there have been 9 Ebola cases since the flare-up began in late February. Eight people have died and one 11-year old child remains in treatment in an Ebola care centre.

To date, over 1,400 people who may have been in contact with the confirmed cases and contacts of theirs have been vaccinated with the Ebola vaccine. . . .

Do treat each other to all of the very best, this weekend — we need not live high, to live well. Namaste, as from here — we are out.

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