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Investors vs. Theranos

Investors
Opening StatementProvided by: Jay E., Assigned AdvocateEdited by: Moderator

Theranos shareholders believe their investments were based on false information provided, and material information withheld, by the company through its CEO Elizabeth Holmes and other spokespeople, and through promotional and investor communications. Because of this they believe they are entitled to compensation for financial loss and a voice in decisions about the company's future.

Assigned Advocate. If a party does not provide a statement, the Moderator may assign an advocate from the PeopleClaim online mediation community to represent their side of the case.


vs.
Theranos, Elizabeth Holmes and Ramesh Balwani
Opening Statement Provided by: Ed V., Assigned AdvocateEdited by: Moderator
"Theranos began with a vision that healthcare could be transformed through technology that would lower blood test costs dramatically, reduce patient discomfort and anxiety, expand access to blood testing demographically and geographically, and even, someday, permit individuals a la carte knowledge of their own blood chemistry without doctors' prescriptions. This is the bedrock reason the company was formed; it continues to guide Theranos's efforts today. This vision is shared by the company's founder, senior executives, board of directors, and its science and technology advisory boards.

Like all companies whose products or services are aimed at fundamental change, communicating bold ideas requires 'forward looking' statements, which inherently are not risk-free. The company has always projected its belief in its vision and its opportunity—and it has been careful to comply with required risk disclosures when communicating with potential investors.

The regulatory and other challenges of the past two years have stimulated improvements in company practices, led to reorganization, and renewed dedication to the corporate vision. The company believes these changes have resulted in a stronger more-focused Theranos and ultimately justify investors' initial enthusiasm and support."

Assigned Advocate. If a party does not provide a statement, the Moderator may assign an advocate from the PeopleClaim online mediation community to represent their side of the case.



This Trial's Core Issues
1. What are the concerns of the parties?
  • 1 Comment
  • 1 Question
  • 1 Resolution

Investors' Concerns

  • Maximize recovery of investment capital by return of available funds.
  • Preserve shareholders' equity / increase it from current levels.
  • Realize long-term capital appreciation.
  • Increase transparency regarding value and future of Theranos technologies.
  • Recalibrate later funding roun
2. Who is at fault?
  • 8 Comments
  • 2 Questions
  • 2 Resolutions
Regulators? Walgreens? Management? Silicon Valley? Theranos board of directors?
3. Did Theranos violate securities laws?
  • 2 Comments
  • 2 Questions
What are the key securities law issues in this case? How are they best / most likely resolved?
4. Did investors receive full and fair disclosure? Were they responsible for their own diligence?
  • 6 Comments
  • 2 Questions
What were investors promised? What were they expecting? Was there a gap? How was due diligence done? What information did investors rely on to make their investment decisions? Were "red flags" ignored?
5. Is microsample blood testing the future of medical diagnostics or a failed dream?
  • 2 Comments
6. Did the Edison Technology work? Could it work? Should it or other Theranos technologies be pursued?
  • 2 Comments
  • 1 Resolution
Was Edison's "one drop of blood" technology abandoned prematurely due to regulatory pressure? Is the concept still viable with more development? How much is known about miniLab's capabilities and performance? How much of an advancement does it represent?
7. Does / should Theranos have a future?
  • 4 Comments
  • 1 Resolution
Can it be funded? What is its salvage value? Is the technology marketable? Does management have credibility with investors and partners, and their support? 
8. Should investors receive full or partial rescission or additional equity in the company?
  • 2 Comments
  • 1 Question
  • 1 Resolution
Sort by:
    • [-][+]My resolution
    • 6 months ago
    Sb C. (Justice-minded person)
    Has anyone looked into the huge costs of new medical studies, and legals, and time? If this was a company investment was there a prospectus ? Has anyone filed complaint with securities exchange? Or had medical expert opinions?
      • [-][+]My resolution
      • 8 months ago
      Sophia P. (Neutral)
      Seems like Theranos is playing hardball with the investors. I don't quite follow the details but reportedly those who don't agree to settle get diluted out in any bankruptcy filing. Anyone know how this works? Maybe they're going to issue a new senior class of shares to the agreeing investors that will subordinate the shares of the litigating investors? Im just speculating. Anyone know? If Holmes owns 50% currently, then presumably she controls the board and can vote in necessary changes to the capital structure to do this. So, is this a resolution option? Leverage the litigation to bring the suing investors to the table in order to restructure the business and avoid litigation?
        • [-][+]My resolution
        • 9 months ago
        Linda A. (Advocate for Plaintiff)
        Invite a panel of experts scientists and industry experts (Stanford should have some) to do an independent review of the company, its technology and capital structure. Let them publish that here and let PeopleClaim's mediators (or whatever we're called) find the best resolution. The parties don't need to be bound by our recommendations but they should certainly listen and consider them along with the recommendations of the afore mentioned panel.

        Rupert and Elizabeth -- what do you think? Want to get this settled or give the remaining assets to the lawyers?
          • [-][+]My resolution
          • 8 months ago
          Sophia P. (Neutral)
          Give Murdoch a "slow note" that pays him back over 12 years in equal payments. It can be secured by the IP and other assets - which would give the Theranos incentive to get to profitability as soon as possible. I have not idea if thats possibly with their existing cash balance, which would be important since any deal will likely make the business unfindable for the foreseeable future. could be the best they can get though.
            • [-][+]My resolution
            • 9 months ago
            Jilly J. (Advocate for Plaintiff)
            I don't believe that the company can survive a lawsuit. The remaining money would just end up in lawyers' pockets, so to me, pursuing the lawsuit would end with the investors getting a very few bucks and a dead company. I like that Holmes, however culpable in this whole mess, is willing to part with her admittedly currently worthless stock.

            So I'd suggest that Holmes AND THE USELESS BOARD divvy up 80% of their stock among the investors and keep the remaining 20% as added motivation to put things right. (Color me naive, but I see Holmes as out of her depth and maybe carried away, not inherently bad.) However, the deal wouldn't be worth the stock it's written on unless the Walgreens, potential Attorney General and patient suits were settled first.
              • [-][+]My resolution
              • 9 months ago
              Dr Joel H. (Neutral)
              Save the tech, don't take Ms Holmes out and shoot her but put her under better supervision. Let Walgreens negotiate a settlement with the investors and its own patients. Then find a partner to take the technology to its potential. That's a win win for the investors long term, the public and scientific community and for the industry.
                • [-][+]My resolution
                • 9 months ago
                Rada S. (Neutral)
                Ms Holmes needs to resign executive duties and take a research position. They need to bring in a top CEO and management team. If they cannot attract talent then the technology and by extension the shares are probably both worthless. If thats the case they need to fold up and go home.
                  • [-][+]My resolution
                  • 9 months ago
                  Sam S. (Neutral)
                  Adding to Mark's suggestion, Theranos needs to provide information and substantiation about their technology as well as equity. Additional equity is worthless without verification of the value of the technology. If Edison is dead- fine, what else do they have? This all needs to be disclosed and analyzed by independent experts. So, I'd suggest the following resolution

                  1) appoint a multi-expert panal to review and comment on the technology. This could be someone from Stanford, and a few other universities or research organizations.

                  2) equity redistribution - The current proration may or may not be appropriate depending upon the technology review. If the tech is strong, then investors could be asked to purchase a portion of the additional equity in order to provide funding for the business going forward. So say, you get one new share free and one for $2.00. These should be preferred or possibly a convertible note with seniority.

                  3) board seats and new management to be negotiated


                  Theranos and investors- would you agree and settle under these or similar terms? If not, I suspect the only winners will be the lawyers.
                    • [-][+]My resolution
                    • 9 months ago
                    Matt K. (Advocate for Plaintiff)
                    There is no path back to what was a ridiculous valuation in the first place for Theranos. The notion that they will be able to recoup anything near the money put in is ludicrous. At most, I would value Theranos at $2M, that includes the incredibly bloated infrastructure, staffing, and financial obligations the firm assembled. They are now just another biotech with an unproven concept is a sea of startups.

                    Unfortunately, the only resolution to this matter is for the investors to lose their shirts, less whatever assets the officers and directors will contribute as relates to their personal liability. Several members of the management team will be convicted and likely serve a comfortable, white collar jail sentence. They will all likely be out in 3-5 years. SEC penalties will mean many people involved in this debacle will be barred from participation in securities for an extended period of time, possibly even a lifetime ban given the severity of this case.

                    If there is a saving grace, it is that the company was not public. That would make the penalties potentially far more severe. The real losers in this whole mess are all of the unfunded biotech companies who could have (past) or would have (present, future) made an actual impact with good returns for investors. However, looking at the $1B raise for companies like Grail and Freenome (the latter clearly fitting the bill of Theranos 2.0), some offers are too good (high valuation, all the right buzzwords) for alpha-male investors to pass up to JPMorgan.

                    Here's looking forward to the movie!
                      • [-][+]My resolution
                      • 9 months ago
                      Kim F. (Neutral)
                      recalibrate the equity and grant management- old or new an earn back on a portion of it. Give investors significant warrents to buy shares a year or two out once the company has enough breathing room to get out of defense and back to offense in terms of revolutionizing testing

                      I like most of the suggested resolutions here. Most however hinge on 1) whether there's value in the technology- that will determine and 2) how strong the investor case is- which in itself depends upon what disclosures were made> we don't seem to have enough visibility on either issue. Shame the parties aren't participating here yet. We could get this thing resolved in a week with some company and plaintiff feedback
                        • [-][+]My resolution
                        • 9 months ago
                        Jim W. (Advocate for Plaintiff)
                        ELIZABETH HOLMES REPORTED TO HAVE MADE OFFER TO SETTLE, FORFEITING SUBSTANTIAL EQUITY TO INVESTORS

                        Fair? https://techcrunch.com/2017/03/23/theranos-is-offering-investors-elizabeth-holmes-shares-if-they-promise-not-to-sue/
                          • [-][+]My resolution
                          • 9 months ago
                          Francisca V. (Neutral)
                          Sue Walgreens for cash then,redistribute Theranos equity from founders to make up any cash not recovered from Walgreens. Walgreens should have known better. Maybe Theranos' board should kick in $50-100MM too for being asleep at the wheel. Presumably they have D&O insurance.
                            • [-][+]My resolution
                            • 9 months ago
                            Ed V. (Advocate for Plaintiff)
                            The offer by Theranos as reported March 24 by the Wall Steet Journal and other news sources: investors from Theranos's most recent funding round (2015) will receive two times their shares for each share they purchased in that round if they promise not to sue the company. A portion of Elizabeth Holmes's own shares are to be used for this purpose.
                              • [-][+]My resolution
                              • 9 months ago
                              Sandra J. (Neutral)
                              Grant a significant royalty on all revenues from their IP- including licencing on an earn out basis. Say 20% royalty until 30% of the investment is returned with the option to investors to convert the royalty back to equity if the business is doing well. They should also be granted options to convert to 35% of the equity from Founder's shares.
                                • [-][+]My resolution
                                • 9 months ago
                                • Submitted for settlement
                                Mark D. (Neutral)
                                There are 3 things they can offer: 1) money back but there's only about $150mm reportedly, 2) information- they can come clean about the technology (assuming they haven't been clean) invite experts to analyze it and let investors better asses the future potential of both past and current technologies. They could also offer information rights and a seat on the board and/or someone representing the investors could function as a board observer, and/or 3) equity: the founders own a majority of the equity and they could grant back a portion of it to the late state investors to reduce their valuation and increase ownership.

                                I'd suggest a combination of all three of these. It will of course depend upon the value and potential of the technology as to how much equity/cash back would it would take to give the investors hope of reasonable recapture of part or all of their investment.
                                  • [-][+]My resolution
                                  • 9 months ago
                                  Jim W. (Advocate for Plaintiff)
                                  Elizabeth Holmes should host a special meeting of shareholders, an all-day conference. She should offer a state-of-the-business review, a "strengths / weaknesses / opportunities / threats" evaluation of the company and its prospects. She should then open the meeting to discussion – "Town Hall" style – and let everyone have his/her say.

                                  With input from the conference, she and her team should be able, after a reasonable length of time, to respond, lay out a plan, and request a vote of confidence.
                                    • [-][+]My resolution
                                    • 11 months ago
                                    Elizabeth J. (Neutral)
                                    I don't believe this case should or could be decided separately from the cases filed by Walgreens and the patients. I believe that Walgreens and the sophisticated late-stage investors failed to do proper due diligence and do not deserve to go against the agreement they willingly made by essentially withdrawing their capital. They should wait for the company to succeed; in my view this case is without merit and hinges on greed and prematurity.

                                    However, I do believe that the people who were actually harmed - patients who were not appropriately treated or were over-treated, or who suffered serious anxiety because of incorrect results - should be compensated by Walgreens. Shareholder greed and uber expansion-minded Walgreen's greed should give way to what patients rationally deserve.

                                    In a nutshell, my suggested resolution is that shareholders should sit down and shut up with a $zero award, and wronged patients should be compensated.
                                      • [-][+]My resolution
                                      • 11 months ago
                                      Ed V. (Advocate for Plaintiff)
                                      Nothing: investors deserve nothing. They were all sophisticated and had access and opportunity to assess the risks of the investment. Since the risk disclosures in the private placement memorandum don’t appear to be challenged in the class action, it can probably be assumed that risks associated with Edison and other Theranos technologies were fully disclosed to investors and that investors agreed that those disclosures superseded any disclosers or communications outside of the official offering materials.
                                        • [-][+]My resolution
                                        • 11 months ago
                                        David H. (Advocate for Plaintiff)
                                        Investors should assume 50% of the risk. Return 20% of investment capital now and an additional 30% over 5 years in equal annual payments. Although this may be hard for the company to fund with VCs, since no one wants to invest in legacy payments, in would better focus Theranos on commercializing its technology and producing revenues. A settlement would help them reboot under their new, more modest, business plan.

                                        Timeline

                                        August 01, 2017

                                        Walgreens and Theranos reach a settlement, which dismisses Walgreens' breach-of-contract lawsuit without "a finding or implication" of liability for Theranos.

                                        July 11, 2017

                                        Theranos confirms that options "for all or portions of" the company's 116,000-square-foot Palo Alto headquarters are being made available for sublease to other tenants.

                                        June 21, 2017

                                        The Wall Street Journal reports Theranos has $54 million left in cash but is spending $10 million per month in legal fees.

                                        May 01, 2017

                                        May 1, 2017. Theranos announces resolution of two lawsuits brought by PFM (Partner Fund Management, LP), a San Francisco hedge fund. Terms were not disclosed.

                                        April 20, 2017

                                        A "public version" of the October 2016 Partner Fund Management (PFM) lawsuit against Theranos is filed in Delaware Court of Chancery. Among the allegations: Theranos set up a wholly-owned subsidiary called Protegic to procure conventional blood-testing analyzers in secret, and that the company's use of these devices was concealed.

                                        April 18, 2017

                                        Theranos settles the Arizona attorney general's consumer fraud suit, agreeing to refund $4,650,000 to 175,000 Arizona customers who paid for blood tests at Theranos's Walgreens Wellness Centers, plus an additional $225,000 in attorneys' fees and civil penalties.

                                        April 17, 2017

                                        Theranos announces an agreement with the Centers for Medicare & Medicaid Services (CMS) that resolves existing legal proceedings and regulatory sanctions against the company. This will include restoration of Theranos's CLIA operating certificates and reduction of fines to $30,000, but prevent the company from owning or operating a clinical laboratory for two years.

                                        April 05, 2017

                                        The Wall Street Journal reports Elizabeth Holmes may owe Theranos around $25 million for options she exercised without payment but with the company's consent. The company has the right to cancel either the debt or the shares.

                                        March 23, 2017

                                        The Wall Street Journal reported a proposed deal with Theranos shareholders whereby Elizabeth Holmes offers to give up her majority stake if investors agree not to sue the company.

                                        March 23, 2017

                                        News Corp owner Rupert Murdoch has sold his $125 million stake back to Theranos for one dollar, according to the Wall Street Journal, which also reported Theranos's offer to increase late-stage investors shares in return for a promise not to sue.

                                        February 16, 2017

                                        The Wall Street Journal reports that Theranos had $200 million in cash remaining at year-end 2016, and no "material revenue" in 2015 or 2016.

                                        January 19, 2017

                                        The Wall Street Journal reports that in September, 2016, Theranos's Scottsdale, Arizona lab failed a test by the Centers for Medicare and Medicaid Services (CMS) – but that the company failed to divulge the news to investors or patients.

                                        January 17, 2017

                                        Theranos announces an eight-member technology advisory board, heavy on bioengineering backgrounds; Channing Robertson, advisor to Elizabeth Holmes since her college days, is co-chair.

                                        January 06, 2017

                                        Bloomberg reports Theranos will reduce its workforce by 155 people (approximately 41% of total), leaving just 220 workers.

                                        January 04, 2017

                                        Arizona's Attorney General issues RFP disclosing intent to sue Theranos for violating the Arizona Consumer Fraud Act.

                                        November 28, 2016

                                        Investor class action filed in U.S. District Court of Northern California against Theranos, Elizabeth Holmes, and Ramesh "Sunny" Balwani for violation of California securities laws, unfair competition laws, and common laws.

                                        November 08, 2016

                                        Walgreens sues Theranos in federal court for breach of contract, demands a $140 million settlement.

                                        October 11, 2016

                                        Theranos responds to the PFM suit, saying that it is "without merit" and claiming that most of the Theranos statements cited as misleading inducements to invest, were made after the plaintiff had already invested.

                                        October 10, 2016

                                        PFM, a hedge fund and major Theranos investor, sues the company over alleged securities fraud.

                                        October 05, 2016

                                        Elizabeth Holmes announces closure of lab operations and Wellness Centers in Arizona, California, and Pennsylvania and the loss of 340 employees. The open letter to stakeholders promises "undivided attention" to the new miniLab.

                                        August 26, 2016

                                        Theranos announces it has filed an "intent to appeal" the sanctions imposed by the Centers for Medicare and Medicaid Services (CMS) that prohibited Holmes from owning, operating, or directing a lab for two years.

                                        August 01, 2016

                                        Elizabeth Holmes presents the prototype miniLab at the American Association for Clinical Chemistry's 68th Annual Scientific Meeting, pivoting from Edison and the past to future possibilities for the new miniLab.

                                        July 08, 2016

                                        The Centers for Medicare and Medicaid Services (CMS) follow through on their March 28 warning and bar Elizabeth Holmes and COO Sunny Balmani from owning or operating a laboratory for a minimum of two years. The company's Newark, California lab's certification is revoked.

                                        June 12, 2016

                                        Walgreens cuts off its relationship with Theranos, closing all 40 of its Wellness Center locations in Walgreens stores.

                                        June 11, 2016

                                        Theranos advises Walgreens that they had sent voided test results to 31,000 Walgreens customers.

                                        June 09, 2016

                                        Hollywood smells blood: it is reported that Jennifer Lawrence will play Elizabeth Holmes in an Adam McKay big-screen "biopic" of Theranos's rise and fall.

                                        June 01, 2016

                                        Forbes magazine downgrades its estimate of Elizabeth Holmes' net worth: from $4.5 billion in 2015 to "nothing."

                                        May 11, 2016

                                        Sunny Balwani, Theranos president and Chief Operating Officer, and Holmes's friend and associate since college days, departs the company.

                                        April 18, 2016

                                        Theranos announces to partners that it is under investigation by the Securities and Exchange Commission and the United States Attorney's Office for the Northern Disctrict of California.

                                        April 13, 2016

                                        Four months after questioning Theranos's lab practices, the Centers for Medicare and Medicaid Services (CMS) find that not all problems have been corrected.

                                        March 18, 2016

                                        The Centers for Medicare and Medicaid Services (CMS) send letter to Theranos warning that Elizabeth Holmes and COO Sunny Balwani will be banned from owning or operating a lab for two years if specified remedial steps are not taken.

                                        January 25, 2016

                                        Questions of patient safety are raised for the first time when the Centers for Medicare and Medicaid Services (CMS) release an opinion that patients of a Theranos lab were in "immediate jeopardy."

                                        November 10, 2015

                                        The Wall Street Journal reports supermarket chain Safeway Stores will abandon a $350 million deal with Theranos, based on concerns about missed deadlines and reports of test innacuracies.

                                        October 27, 2015

                                        The FDA releases two reports pointing to deficiencies in Theranos's procedures, including the shipping of an "uncleared medical device," the company's "Nanotainer," a miniature blood vial.

                                        October 16, 2015

                                        Theranos announces it is temporarily retiring its proprietary Nanotainer, the pin-prick blood-draw vial, following criticism by the U.S. Food and Drug Administration (FDA) revealed in the previous day's Wall Street Journal.

                                        October 15, 2015

                                        The first of John Carreyrou's reports questioning Theranos's technology is published in the Wall Street Journal.

                                        July 15, 2015

                                        The U.S. Food and Drug Administration grants Theranos a "CLIA waiver," allowing it to perform blood tests for herpes simplex virus at its Wellness Centers, rather than a dedicated clinical laboratory.

                                        July 08, 2015

                                        Theranos and Capital BlueCross of Pennsylviania announce a deal to make Theranos blood testing available in Captial BlueCross health and wellness stores and Theranos Wellness Centers in central Pennsylvania.

                                        July 02, 2015

                                        Theranos receives approval by the U.S. Food and Drug Administration (FDA) for a finger-prick test for a single diagnosis: herpes. The company puts its herpes tests on hiatus pending further approvals.

                                        May 27, 2015

                                        Forbes puts Elizabeth Holmes in the #1 position in its first list of "America's 50 Richest Self-Made Women, " based on the magazine's $9 billion estimate of Theranos's worth.

                                        March 09, 2015

                                        Theranos and Cleveland Clinic jointly announce a "strategic alliance" to pursue "the full potential of Theranos technology at Cleveland Clinic and across the broader healthcare system."

                                        March 02, 2015

                                        Elizabeth Holmes makes the Forbes 500 list of the world's richest people (#360, at $4.5 billion), based on 50% ownership of Theranos, valued by Forbes at $9 billion.

                                        December 31, 2014

                                        Holmes is said to own 18 US patents, and a total of 84 patents worldwide. Note: This is reported to be true as of some time during 2014; a specific date has not been identified.

                                        June 30, 2012

                                        Walgreens and Theranos revise their agreement to encompass development of stand-alone Theranos Wellness Centers to operate within Walgreens stores. Note: This is reported to have happened during the month of June; the specific day has not been identified.

                                        April 11, 2012

                                        Mystery new tenant of Newark, California, Pacific Research Center is reported to be Theranos, with plans to move manufacturing and headquarters to a new 220,000 square-foot facility.

                                        December 31, 2010

                                        Following most recent funding round, Theranos's valuation is said to be $1 billion. Note: This is reported to have happened during the second half of 2010; a specific day has not been identified.

                                        July 08, 2010

                                        Theranos reports raising $45 million in equity and option financing from a single unamed investor in a Securities and Exchange Commission filing. Total VC funding to date: $92 million.

                                        March 04, 2009

                                        Elizabeth Holmes makes an early public appearance as guest speaker at Stanford's Entrepreneurial Thought Leaders series, declaring her all-in commitment: “It became clear to me that, if I needed to, I would restart this company as many times as possible to make this thing happen."

                                        November 30, 2007

                                        Elizabeth Holmes receives her first patent for a device that can perform multiple tests simultaneously from a single drop of blood and deliver the data wirelessly to a doctor. Note: This is reported to have happened during the month of November; the specific day has not been identified.

                                        November 13, 2006

                                        November 13, 2006. Theranos files with the SEC for $28.5 million in Series-C financing; new investors include California venture capital firm Tako Ventures and Continental Properties (Texas).

                                        February 21, 2006

                                        A Series-B round nets Theranos another $9.9 million in venture funding, including participation by ATA Ventures, a Silicon Valley VC.

                                        February 11, 2005

                                        February 11, 2005. Theranos receives $5.8 milllion in Series-A funding. Silicon Valley venture capital firm Draper Fisher Jurvetson is an investor.

                                        April 30, 2004

                                        Theranos is incorporated. Note: This is reported to have happened during the month of April; the specific day has not been identified.

                                        December 31, 2003

                                        Elizabeth Holmes, age 19, drops out of her chemical engineering studies at Stanford University to start a venture she calls RealTime Cures. Note: This is reported to have happened during 2003; the specific date has not been identified.

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