Receptos Insider Sale Defies Logic if Takeout Is Imminent

Updated from 11:05 am EDT with Receptos comment.

SAN DIEGO (TheStreet) -- The stock price of Receptos (RCPT) has been surging for more than a week on rumors and speculation of an imminent takeout. But if Receptos is in active sale negotiations, it makes no sense for Lilly Ventures, the venture capital arm of the pharmaceutical giant with a seat on Receptos' board, to sell a good chunk of the company's stock.

But that's exactly what Lilly Ventures just did. In an SEC filing posted Tuesday night, Lilly Ventures managing partner Ed Torres reported the sale in the past week of 25% of the fund's holdings in Receptos.

Torres is a director on Receptos' board, which means he would have direct knowledge of any takeover offer or sale negotiations under way. The insider sale of Receptos stock by Torres/Lilly Ventures was voluntary, meaning no 10b5-1 trading plan was involved, according to the SEC filing.

Lilly Ventures sold 220,000 shares of Receptos in three tranches on June 12, 15, and 16. The sale prices ranged from $175 to $182 per share, according to the SEC filing.

That means Lilly Ventures profited from the recent Receptos takeover speculation. On June 9, an investor blog published an unsourced story claiming that Receptos had rebuffed a takeover offer from AstraZeneca (AZN). Teva (TEVA) and Gilead Sciences (GILD) were also reportedly interested in buying Receptos, the blog post said.

Receptos was trading below $150 per share when the takeover speculation ramped up on June 9. On Wednesday, the stock was trading at nearly $192 per share.

Investors have long eyed Receptos as a potential takeover target -- and justifiably so -- because of the company's very promising lead drug under development for multiple sclerosis and other autoimmune diseases.

The insider stock sale by a director of Receptos doesn't prove definitively that the recent takeout rumors are false, or that the company won't be sold eventually. But the Lilly Ventures sale does defy logic if such a sale is imminent.

"As I'm sure you understand, we cannot comment on M&A speculation," said Receptos Chief Financial Officer Graham Cooper, in an email response to questions about the Lilly Ventures sale. 

Adam Feuerstein writes regularly for TheStreet. In keeping with company editorial policy, he doesn't own or short individual stocks, although he owns stock in TheStreet. He also doesn't invest in hedge funds or other private investment partnerships. Feuerstein appreciates your feedback; click here to send him an email.

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