Ocata Therapeutics Inc fka OCAT

[rocky301]

davpar,


ACTC doesn't have any more shares to dilute

This has been a popular mail topic so I will try to clarify as best I can. I have expressed my opinion that I believed the "fully diluted" count may be over 1.75B shares..This should NOT be confused with the OS# which represents shares actually ISSUED.

IF the diluted # is over then ACT has time(90 days per preferred contracts) to correct the situation. Remember, the majority of the Socius shares registered have NOT been issued, they are reserved for when ACT asks for more money.

Back when ACT last did a Proxy to increase the AS# the following was in play...In summary, ACT ran the OS# almost to max but still needed 376MM to cover reserves.(the 376MM shares had not been filed in registration, Socius shares have been,,see below)

"As noted above, as of July 15, 2009, a total of 499,905,641 shares of the Company's currently authorized 500,000,000 shares of Common Stock are outstanding. In addition, the Company currently has outstanding Amended and Restated Debentures (defined below) convertible into 171,759,306 shares of Common Stock and Amended and Restated Warrants (defined below) exercisable into 205,251,285 shares of Common Stock. Accordingly, the Company currently does not have sufficient authorized but unissued shares of Common Stock to permit conversion of the Amended and Restated Debentures and exercise of the Amended and Restated Warrants."http://www.sec.gov/Archives/edgar/data/1140098/000114420409038302/v155330_pre14a.htm

IMPORTANT NOTE:

The fact the Socius shares were registered in the S-1 two weeks ago does imply that at the time of filing they had approx. 68MM shares(diluted and available combined).

(CONSENT)
"Based on our examination mentioned above, we are of the opinion that the securities being sold pursuant to the Registration Statement are duly authorized and will be, when issued in the manner described in the Registration Statement, legally and validly issued, fully paid and non-assessable."
http://www.sec.gov/Archives/edgar/data/1140098/000101376211000371/ex52.htm

In two weeks or so when audited 10K is issued we will have a much better idea where the share count stands. In either scenario above, ACT action will be required sooner than later. If ALL or most of .10 warrants were exercised, ACT should have almost double the $15MM they announced at year end in their coffers.