$SCIE - connections with NASDAQ ticker AMAT. DETAI
Post# of 1023
A Due Diligence report from a shareholder that's too good not to post!
Earlier today, I put on my DD helmet, DD work pants, and threw my trusty DD pickaxe onto my shoulder in preparation for some more DD digging. Well, after several hours of DD blood, DD sweat, and DD tears, I cleaned the dust from my eyes and found a plethora of information regarding todays PR about SpectraScience acquiring assets of Oncoscope.
As of right now, I have 31 tabs open; all referencing different aspects of the acquisition. Where to start, where to start?
Let's start with the title of the PR:
SpectraScience Acquires Assets of Oncoscope
http://www.marketwired.com/press-release/spec...099356.htm
Every single website I found which included this PR had the same title, "SpectraScience Acquires Assets of Oncoscope". Nothing too dramatic there. But then I got to thinking, "there has to be more to the story than that". So using my DD pickaxe, I wondered if there would be something about Oncoscope with regards to private capital.
So, going to the ole' trusty www.pehub.com website, sure enough I stumbled upon something which had a slightly different, yet very important difference:
Side note: PE HUB has origins back to the 60s and is a great resource.
So, the title of the PR on pehub.com says:
Quote:
SpectraScience buys assets of VC-backed Oncoscope
https://www.pehub.com/2016/02/spectrascience-...oncoscope/
When I read that I started to get excited because I knew that term VC-backed would open recently undiscovered doors.
Click the link above and youll read the following:
Quote:
SpectraScience Inc, a medical device company, acquired the assets of Oncoscope Inc, a Durham, North Carolina-based developer of a proprietary optical imaging system. Oncoscope has received funding from Applied Ventures, IDEA Fund Partners and others, according to earlier press releases.
Wait a minute.. what does that say? Applied Ventures funded Oncoscope? It was at this point that I knew I was going to be stuck at the computer for hours because Applied Ventures is part of a mega-mega..MEGA company, and anything related to them has got to be good!
Side note : If you're wondering what 'IDEA Fund Partners' is, click the link below.
http://ideafundpartners.com/oncoscope/
Back on topic..
Right now, your interest might have peeked slightly over what the heck Applied Ventures is and what it has to do with Oncoscope.
Ok, lets get down to work. You see, information about Applied Ventures can be read in the link below:
http://www.appliedmaterials.com/company/applied-ventures
This is where it gets interesting. Although Applied Ventures sounds interesting, the really interesting thing is that they are the venture capital arm of Applied Materials .
Let me explain:
Applied Materials, Inc., is on NASDAQ: AMAT. They are worth BILLIONS, yes, BILLIONS of dollars ($9.07 billion in 2014). They are a global leader in nanomanufacturing technology among countless other technologies.
Why should you and I care about this? Simply put, Oncoscope was funded by Applied Ventures . Applied Ventures is run by Applied Materials . Applied Materials, worth BILLIONS of dollars, is not going to fund a company unless their technology shows promise. In other words, Applied Materials was interested enough in Oncoscopes tech that they funded them.
Let's start to put the pieces together:
Go here
http://www.appliedmaterials.com/company/appli.../portfolio
Scroll down until you see Oncoscope.
Quote:
Oncoscope has developed an innovative optical screening platform that uses scattered light to identify cells with enlarged nuclei — the primary early marker for cancer. This proven technology will allow physicians to accurately and instantly identify dysplastic or pre–cancerous tissue for biopsy. This optical guide to biopsy system has been shown to increase the effectiveness of physical biopsies used to detect esophageal cancer, the deadliest and fastest-growing cancer today.
Did you notice this quote is on the Portfolio page of Applied Materials ?
Makes you wonder..now that Spectra Science acquired their assets.. will Applied Materials fund Spectra Science? Maybe, maybe not. I'd say probably not, but who knows. That depends on the type of acquisition. Time will tell.
Note: The link above will be very good DD for one of you fellow DD'ers to keep an eye on to see if Applied Materials removes Oncoscope from their portfolio and/or replaces it with Spectra Science.
Now we begin to uncover hidden DD. Be sure your DD hat is on snugly.. Here we go..
The big elephant in the room right now is, "how much did Spectra Science have to pay for Oncoscope?"
Yikes! Hopefully they didnt pay too much! I mean, if Oncoscope is good enough to get the attention of a billion dollar company, Spectra Science must have paid a trillion dollars!! Right? Actually... no.
And this is where it starts to get real good for us serious investors.
Apparently, the men and women at SCIE did their homework and acquired the assets of Oncoscope for a steal . How do I know this? Prepare yourself..
I know this because Oncoscope filed/ is filing for bankruptcy Apr 10, 2015; only 10 months ago.
Now the DD turns technical. Pull out your DD protective goggles; you're about to get faceslapped with DD.
Here we go..
Go to this link
https://business-bankruptcies.com/cases/oncoscope-inc
Notice it says (see image below)
JIWDBv0.png
And it looks like, at least from what we can see, that this bankruptcy is still ongoing, which is nothing out of the ordinary.
Apr 14, 2015 #5 Order Appointing Trustee. (Admin.) (Entered: 04/14/2015)
Now then, fellow DD'ers, the question is not 'why' Oncoscope filed for Chapter 7. We may never know the 'why'. In fact, there are millions of reasons why a company goes bankrupt, which include Market Conditions, Financing, and Poor Decision Making .
Although it is way too early to tell, it's possible Oncoscope made poor financial decisions. I couldnt find any lawsuits against them, so it appears they didnt get sued, and they have a working technology backed by Applied Materials, so in my opinion, it was poor financial decisions. Time will tell.
Read this..
Quote:
Chapter 7: Liquidation Under the Bankruptcy Code. The chapter of the Bankruptcy Code providing for "liquidation," ( i.e., the sale of a debtor's nonexempt property and the distribution of the proceeds to creditors.).
And this..
Quote:
A chapter 7 bankruptcy case does not involve the filing of a plan of repayment as in chapter 13. Instead, the bankruptcy trustee gathers and sells the debtor's nonexempt assets and uses the proceeds of such assets to pay holders of claims (creditors) in accordance with the provisions of the Bankruptcy Code. Part of the debtor's property may be subject to liens and mortgages that pledge the property to other creditors. In addition, the Bankruptcy Code will allow the debtor to keep certain "exempt" property; but a trustee will liquidate the debtor's remaining assets. Accordingly, potential debtors should realize that the filing of a petition under chapter 7 may result in the loss of property.
http://www.uscourts.gov/FederalCourts/Bankrup...pter7.aspx
We know for a fact , according to the website, that Oncoscope filed for Chapter 7. You may have heard of Chapter 11 and are wondering if they're the same. Nope.
Read the link below:
http://www.investopedia.com/ask/answers/190.asp
Quote:
Chapter 7 bankruptcy is sometimes also called liquidation bankruptcy. Firms experiencing this form of bankruptcy are past the stage of reorganization and must sell off any un-exempt assets to pay creditors.
Quote:
Chapter 11 bankruptcy can also be called rehabilitation bankruptcy. It's much more involved than chapter 7 as it allows the firm the opportunity to reorganize its debt
What this tells us is that Oncoscope has assets and is selling them to pay their creditors. it just so happens that Spectra Science was smart enough to buy their assets (more than likely at a discount, which would be great for everyone, including us).
So lets see, Oncoscope has assests; they developed a proprietary optical imaging system to provide immediate, minimally-invasive detection of pre-cancerous epithelial tissues using scattered white light. But now they need to close shop. Although your first reaction might be to think, "Did they close shop because their technology doesnt work?", that's not typically the case. Nay-sayers will throw this around but let them; they know their time is ending here soon.
When a doughnut shop goes out of business, its not always because their doughnuts tasted awful. In other words, filing for Chapter 7 doesnt have to mean the 'product failed'.
In fact, read this:
Quote:
A business in bankruptcy may be attractive for a variety of reasons. The bankrupt company may possess technology , product lines or services that are complimentary to that of the purchaser. The sale may prove to be a pathway to gain access to a new client base or geographic territory. A bankruptcy purchase may also serve as an effective way to eliminate a competitor.
http://www.brighthub.com/office/entrepreneurs...71428.aspx
Ah, see where this is heading? More questions. It's possible SCIE bought them out as an effective, and cost effective way to eliminate a competitor! Time will tell.
In conclusion, there are many more questions than answers seeing we just heard about this 24 hours ago. We know SCIE is getting Oncoscope's technology because the PR says, 'Having two complementary technologies'.
Questions which remain include:
1. Is the bankruptcy still ongoing or is it completed?
2. Will their facility close down?
3. Will the people of Oncoscope work for Spectra Science?
We know once Chapter 7 is filed, pretty much you have to go through with it, so it appears Oncoscope sold their stuff to SCIE to pay of debt. Good for the company, great for us.
http://www.nolo.com/legal-encyclopedia/can-yo...filed.html
Too many questions to list. What is important for right now is that we know SCIE has once again improved their company by adding this technology to their portfolio. Over the next several weeks, Im sure we'll hear more about the ins and outs of this acquisition.
And then of course, theres the question of what type of acquisition will this be?
http://www.investopedia.com/terms/a/acquisition.asp
http://www.investopedia.com/university/mergers/mergers1.asp
And you know what that means..More PR's.
In all, I'm very excited for this acquisition. I'm sure SCIE got it at a discounted price, and I'm sure this is the next step for SCIE in perfecting the WavSTAT4 for Barrett's esophagus. Good times ahead for us!