Galectin Therapeutics Inc. (GALT)

[Amatuer17]

Agree - they are ahead of everyone in terms NASH-CX - literally no one is near where they are - no drug with P3 ready and good safety and P2 results.

Question of starting the P3 trial and/or convincing BP about their product so they collaborate or buy them out.

These trials are very long - long period of enrollment and min 48 weeks for efficacy - with many other companies, GLMD, MDGL, VKTX, GILD starting P2/P3 trials, NASH patients have high demand - it is very competitive. I would rather have some BP buy this co, let me make money even if not huge and move on.

[buckysherm]

I’m almost as disappointed in GALT as I am in CYDY. They are very similar in potential, market cap and sliding timelines.

[Amatuer17]

So the P2 results were available last year, the fda meeting for P3 happened in Feb 2019. They raised money - more dilution

No start of the P3 trial and no updates. Not a good progress. From mgmt

[stockguard]

The field of company`s is thinning out now.

[Amatuer17]

They are in Nash fibrosis not CX

[buckysherm]

And Genfit

[stockguard]

Exactly (-;

[Amatuer17]

So CNAT failed in NASH-CX , who is left now? Just GALT and GILD

[stockguard]

Big pharma’s billion-dollar bets
As patents lapse and funding on R&D is cut, big pharma is spending big money on risky takeovers to find the next blockbuster drug. In this animated film, Due Diligence's Arash Massoudi explains how Bristol-Myers Squibb’s $90B takeover of Celgene has set the stage for more to come in 2019.
As investors have exerted pressure on big pharma to cut back spending on research and development that can result in expensive disappointments, incumbents have been acquiring smaller competitors to replenish drug pipelines.
Nimble start-ups, in contrast, are not weighed down by legacy businesses and can focus on innovation. Many fail but those that succeed, or even show promise by producing just one drug, instantly become takeover targets.
Underpinning these acquisitions is a gamble. Should a big company buy a start-up that has potential but has not proven its worth? Or wait and miss out on a short cut to high returns and new products?

https://bigdeal.ft.com/videos/big-pharmas-billion-dollar-bets/?utm_source=TW&utm_medium=publishers&utm_content=image_card

[Unoqualunque]

Are you ssying the article posted on seekingalpha is bullshit? what's your take on GALT?

[stock_observer_77]

Nonsense


You need to sell and move on...

[biotech2010]

I am 99.999% sure the one who posted the link is also the author of the pumping article as well. He also posts as D-Coral on Stock Twits and Scorpion Something or Other on Yahoo and has posted about the article on both boards without taking credit for the article.

I don't know about anyone else but that lack of honesty puts anything he writes as complete bullsh*t, if you are so proud of your work TAKE CREDIT for it!

[Glycobio]

New article about GALT on Seeking Alpha, puts everything in perspective:

https://seekingalpha.com/article/4264254-Galectin-Therapeutics-Primed-For-Takeoff-After-The-Rights-Offering-And-New-Clinical-Evidence

[thefamilyman]

I just oversubscribed for an additional 40% above my allotment. It was $5.50 per unit as expected. Of course that per unit price will be adjusted as indicated in the prospectus.

[biotech2010]

It was definitely wrong and corrected because I called the 'information line' on the offering and told them about the error

[Phantom Lord]

Looks like they did have it wrong originally then. Glad to see they corrected their mistake.

[biotech2010]

I received an amended, corrected Rights Offer notification from Schwab today, I put the correction in BOLD:

Offer details:

·Galectin Therapeutics Inc. (the Company) has distributed to holders, one (1) non-transferable subscription right for each common share held as of April 29, 2019 (the Record Date), to purchase up to 14,019,137 Units.

·Each (1) whole subscription right entitles the holder to purchase Units of Galectin Therapeutics Inc. at a subscription price of the lesser of (i) $5.50 (the "Initial Price") and (ii) ninety-five (95%) percent of the volume weighted average price of the common stock for the twenty-five trading day period through and including on the Expiration Date but not less than $4.00 per share (the Alternative Price). Fractional Units and or/shares will be rounded down the nearest Unit/share.

·Holders who exercise their rights will be required to pay the initial subscription price ($5.50) based on each whole common share received, as a result of the exercise.

¨For example:

ÑBasic Subscription Right: Number of rights exercised X ratio (1) = Number of Units

'Therefore, number of Units received x $5.50 (initial price) x 0.3 (ratio) = basic subscription payment.

ÑOversubscription Right: If you fully exercise your Basic Subscription Rights and wish to subscribe for additional Units you may exercise your Oversubscription Rights.

'For example: Number of Units received x $5.50 (initial price) X 0.3 (ratio)= oversubscription payment.

·If, on the Expiration Date, the Alternative Price is lower than the Initial Price, any excess subscription amounts paid by the holder will be put towards the purchase of additional Units.

·Each Unit consists of 0.3 shares of a Galectin Therapeutic common stock (sym: GALT) and one warrant.

What this means for your account.

You have the following choices:

·Basic exercise: You may exercise all or a portion of your subscription rights.

·Oversubscribe: Holders who exercise all of their basic rights may oversubscribe for additional Units, subject to availability, proration, and certain limitations.

·Decline or take no action: If you decline this offer or take no action, your subscription rights will expire and will have no value.

¨Please note: If you submit to decline the offer, you will not receive reminder notifications for this specific offer. If no response is received, you will receive reminder notifications up until the Schwab cut-off date.

Your next steps.

1.Please review in full the prospectus to ensure you understand the offer before making any decision with respect to your shares. If you have not received these offering materials or have questions about the offer, please contact the information agent, Broadridge Corporate Issuer Solutions, Inc., at [phone].

2.If you choose to participate, please make sure that you have sufficient funds available to cover the total instruction.

3.Follow the steps below to provide your instructions to Schwab.



Please note:

1.The offer is scheduled to expire on May 23, 2019. In order for us to meet this deadline, we must receive your instructions by May 21, 2019.

2.At the time you submit your instructions, you must have sufficient funds available in your account to cover the total subscription costs. If sufficient funds are not available in the account at the time of the review, your instructions will be cancelled.

3.If oversubscription is available, you must submit your basic and oversubscription instructions at the same time.

4.Once you have given your instructions to Schwab, you cannot change or cancel your instructions unless the offer allows it.

Additional offer terms and conditions:

·Holders who exercise their rights in full may oversubscribe for additional Units at the same subscription price, subject to availability, proration, and certain limitations. Holders who wish to oversubscribe must give those instructions to Schwab at the same time as their basic subscription instructions and indicate the number of additional Units (not the number of rights) for which they wish to oversubscribe.

·Each whole warrant entitles the holder to purchase 0.075 shares of the Company's common stock at an exercise price of $7.00 per whole share. Each warrant will be exercisable from the date of issuance through its expiration 7 years from the date of issuance.

·This offering is not being offered in any jurisdiction where the offer is not permitted under applicable law. Residency restrictions may apply to stockholders outside of the United States; as such, acceptance is at the sole discretion of the Company.

·The Company reserves the right to amend, cancel, extend, or withdraw the offering in its sole discretion.

·Holders are urged to obtain a current price quote for Galectin Therapeutics Inc. common stock (symbol GALT) before exercising their subscription rights.

·The subscription rights are non-transferable and will not be listed on any exchange or other market.

·The Company does not intend list the common stock or the warrants for trading on the Nasdaq Capital Market or any other securities exchange or market.

·The common stock and the warrants comprising the Units will separate upon closing of the Rights Offering and will be issued separately.

[microcapbiotech]

STILL UNDERVALUED AT THIS PRICE

[Phantom Lord]

If I'm going to believe something it's the prospectus and official PR directly from the company. The prospectus is not wrong.

[biotech2010]

The GALT press release clearly states that the Rights Offering shares will be correct but the Schwab summary (and at least one other brokerage) is incorrect, it is either a GALT error or something else, I doubt that the brokerages both made the same mistake.

[Phantom Lord]

I can't confirm that is what Schwab sent you but if it is then they are clearly wrong.

[biotech2010]

I'm not misreading anything, there is a discrepancy between the original PR and the offering I received from Charles Schwab-point out to me in my last post (which is directly from the Schwab information) where they are the same.

[Phantom Lord]

You're misreading the prospectus.

This is directly from the prospectus:

The price for each share of common stock in the offering and the related warrant will be at the Initial Price (as defined below), which shall be paid in cash.

You are awarded units based on the number of shares that you own. So 1000 shares owned give you rights to 1000 units. You then get to buy 300 shares at the offering price. It specifically states that the offering price is for the shares you are purchasing. Not the units.

Here is the press release: http://investor.galectintherapeutics.com/news-releases/news-release-details/galectin-therapeutics-inc-announces-record-date-subscription

This is taken directly from the PR above.

Further by way of example, if the Initial Price ($5.50) is lower than the Alternate Price, then the stockholder choosing to buy the 1000 units will pay the sum of $1,650 ($5.50 x 1000 x 0.30).

[Phantom Lord]

[jmh0602]

The offering I received through TD Ameritrade says the purchase price for each share, not each unit. I subscribed and it worked out fine.

[biotech2010]

My math isn't wrong, I took what is in the brokerage offering and posted it.

Here it is the exact wording, it doesn't equate to what you are describing (which would be an equitable offering):

Offer details:
· Galectin Therapeutics Inc. (the Company) has distributed to holders, one (1) non-transferable subscription right for each common share
held as of April 29, 2019 (the Record Date), to purchase up to 14,019,137 Units.
· Each (1) subscription right entitles the holder to purchase one (1) Unit of Galectin Therapeutics Inc. at a subscription price of the lesser of
(i) $5.50 (the "Initial Price") and (ii) ninety-five (95%) percent of the volume weighted average price of the common stock for the twenty-five trading day
period through and including on the Expiration Date but not less than $4.00 per Unit (the Alternative Price). Fractional Units will not be issued.
· Holders who exercise their rights will be required to pay the initial subscription price ($5.50) for each right exercised.
¨ For example: A holder that exercises 100 rights would need to pay the initial subscription price of $550.00 (100 rights x initial
subscription price of $5.50) to receive 100 Units.
· If, on the Expiration Date, the Alternative Price is lower than the Initial Price, any excess subscription amounts paid by the
holder will be put towards the purchase of additional Units.
¨ For example: If the actual subscription price is determined to be $4.00 (100 rights x subscription price $4.00) and the excess
subscription amount paid equals $150 then holders would receive 37 additional Units ($150 divided by $4.00 = 37.5 Units), subject to proration.
· Each Unit consist of 0.3 shares of a Galectin Therapeutic common stock (sym: GALT) and one warrant.

The bolded sections indicate shareholders are buying one unit for the offering price and each unit is 0.3 shares plus 1 Warrant (14 Warrants equal 1 share).

[jmh0602]

I believe your math is wrong. I just subscribed through TD Ameritrade and they set it up with a simple online questionnaire. You can fully subscribe to purchase .3 shares for every share you currently own. If you own 1,000 share and fully subscribe you buy 300 shares between 4.00 and 5.50. My guess is it will end up around 4.50. You get the warrants for free.

[stock_observer_77]

Good Luck!

[biotech2010]

You and the rest who are participating in the Rights Offering are giving GALT $3 a share for nothing to fund Ph3-no shares for that money, just a Warrant to purchase 1/14 of a share at an exercise price of $7.

It's really simple math, are you unable to understand it?

I appreciate your contribution, it will help fund Ph3.

I've sold most of my shares at a substantial profit but holding some in case they ever do something right.

[stock_observer_77]

That makes no sense.

Sell and move on and be happy

[biotech2010]

Please send all of your money to GALT for this offering as it will fund Ph3 and could make my shares more valuable without me spending anything, thank you.

[stock_observer_77]

To each his own

Ones I know are exercising and understand what are they doing? Why do you even own the stock if you are so bitter and say nothing positive.

Good luck.

[biotech2010]

This rights offering is a joke.

For anywhere from $4 to $5.50 you get the following:
-0.3 Shares of common stock (current value is $4.6x 0.3= $1.38)
-1 Warrant to purchase 0.075 common shares with an exercise price of $7-based on the above, the company is valuing this Warrant @ anywhere from $2.6-$4 a share, the stock would have to be in the $35-$40 range for this to be in the money at this price

I'm sure lots of shareholders will unknowingly exercise their rights and get screwed over, not me and not any other shareholder I know personally (I've already had a few look at this and come to the same conclusion).

[Trend-Setter]

BIVI >>> Clinically de-risked development program for treating related liver diseases.
https://www.biovieinc.com/wp-content/uploads/2019/01/BioVie-Non-Conf-Deck_Dec_2018.pdf

[buckysherm]

According to theory, but who really knows ?

[buckysherm]

We were at $5, The the official announcement of 30% increase in shares. Thus, the resulting 23% decrease in price. (Do the math; that’s right) So we should settle around $3.85.

[jimmy667]

Looks like 2-3 years of bad road with a lot of short pot holes along the way unless they sell,licence or partner up. I think a lot or traders where speculating on the buyout that was promised before the end of 2018.

[buckysherm]

Right, and I would expect $3.50 if this were a traditional offering. Not sure how low we will go with this.

[jimmy667]

It has been dropping the last few days since they released the particulars of the Stock subscription program.

[buckysherm]

It drops like this almost EVERY day in the morning hours. Comes back up in the afternoon. Probably not today though.

[jimmy667]

SEC and FINRA rules. Call your broker. Be careful looks like a hot potato most are selling and stock is dropping like a rock.

[thefamilyman]

I do not see the “accredited investor” requirement in the 41 pages of the Securities Registration Statement.

[thefamilyman]

More...

Q:
Are there any conditions to my right to exercise my subscription rights?

A:
Yes. We may terminate the rights offering, in whole or in part, if at any time before completion of the rights offering there is any judgment, order, decree, injunction, statute, law or regulation entered, enacted, amended or held to be applicable to the rights offering that in the sole judgment of our board of directors would or might make the rights offering or its completion, whether in whole or in part, illegal or otherwise restrict or prohibit completion of the rights offering. See “The Rights Offering — Conditions to the Rights Offering” beginning on page 27.

Q:
Has the board of directors made a recommendation regarding the rights offering?

A:
Neither the Company, nor our board of directors is making any recommendation as to whether or not you should exercise your subscription rights. You are urged to make your decision based on your own assessment of the rights offering, after considering all of the information herein, including the “Risk Factors” beginning on page 15 of this prospectus, and of your best interests.

Q:
Have any directors, officers, and/or stockholders agreed to exercise their rights?

A:
All holders of our common stock as of the record date for the rights offering will receive, at no charge, the non-transferable subscription rights to purchase Units as described in this prospectus. To the extent that our directors and officers held shares of our common stock (including shares of restricted common stock) as of the record date, they will receive the subscription rights and, while they are under no obligation to do so, will be entitled to participate in the rights offering.
Richard E. Uihlein, our chairman of our board of directors and the beneficial owner of approximately 5.7% of our outstanding common stock prior to this rights offering (excluding shares issuable upon exercise of options and warrants) has indicated that he intends to exercise all of his Basic Subscription Rights pursuant to this rights offering and over subscription rights in the amount of $20 million, though he has not made any formal binding commitment to do so. No fees or other consideration will be paid by us to Mr. Uihlein (or any respective affiliates) in exchange for his purchase of Units in connection with the rights offering.

Q:
May stockholders in all states participate in the rights offering?

A:
Although we intend to distribute the rights to all stockholders and 2015 Warrant Holders, we reserve the right in some states to require stockholders and 2015 Warrant Holders, if they wish to participate, to state and agree upon exercise of their respective rights that they are acquiring the Units for investment purposes only, and that they have no present intention to resell or transfer any shares acquired. Our securities are not being offered in any jurisdiction where the offer is not permitted under applicable local laws.

[thefamilyman]

More...


Q:
How do I exercise my subscription rights if I own shares in certificate form?

A:
You may exercise your Basic Subscription Rights by properly completing and executing your rights certificate and delivering it, together in full with the subscription price for each Unit you subscribe for, to the subscription agent on or prior to the Expiration Date. If you use mail, we recommend that you use insured, registered mail, return receipt requested. If you cannot deliver your rights certificate to the subscription agent on time, you may follow the guaranteed delivery procedures described under “The Rights Offering — Guaranteed Delivery Procedures” beginning on page 30.
If you send a payment that is insufficient to purchase the number of Units you requested, or if the number of Units you requested is not specified in the forms, the payment received will be applied to exercise your Basic Subscription Rights to the fullest extent possible based on the amount of the payment received, subject to the availability of Units in the rights offering and the elimination of fractional shares. Any excess subscription payments received by the subscription agent will be returned promptly, without interest, following the expiration of the rights offering.

Q:
What form of payment is required to purchase the Units?

A:
As described in the instructions accompanying the rights certificate, you must timely pay the full subscription price for the full number of Units you wish to acquire under your Basic Subscription Rights at the Initial Price by delivering to Continental Stock Transfer & Trust Company, the subscription agent for this rights offering, a certified check, bank draft, cashier’s check, personal check that clears before the Expiration Date, money order, or wire transfer of funds.
Please note that funds paid by uncertified personal check may take at least five (5) business days to clear. Accordingly, if you wish to pay by means of an uncertified personal check, we urge you to make payment sufficiently in advance of the Expiration Date to ensure that the subscription agent receives cleared funds before that time.

Q:
What should I do if I want to participate in the rights offering but my shares are held in the name of my custodian bank, broker, dealer or other nominee?

A:
If you hold our common stock through a custodian bank, broker, dealer or other nominee, we will ask your custodian bank, broker, dealer or other nominee to notify you of the rights offering. If you wish to exercise your Basic Subscription Rights, you will need to have your custodian bank, broker, dealer or other nominee act for you. To indicate your decision, you should complete and return to your custodian bank, broker, dealer or other nominee the form entitled “Beneficial Owner Election Form” substantially in the form accompanying this prospectus. You should receive this form from your custodian bank, broker, dealer or other nominee with the other rights offering materials. You should contact your custodian bank, broker, dealer or other nominee if you believe you are entitled to participate in the rights offering but you have not received this form.

[thefamilyman]

More...

Procedure for Exercising Rights
You may exercise your subscription rights by properly completing and executing your rights certificate and delivering it, together with the subscription price for each Unit for which you subscribe under the basic subscription right and over-subscription right, to the subscription agent, Continental Stock Transfer & Trust Company, on or prior to the Expiration Date. If you use mail, we recommend that you use insured, registered mail, with return receipt requested. If you cannot deliver your rights certificate to the subscription agent on time, you may follow the guaranteed delivery procedures described under “The Rights Offering — Guaranteed Delivery Procedures” beginning on page 30.

How Rights Holders Can Exercise Rights Through Others
If you hold our common stock through a custodian bank, broker, dealer, or other nominee, we will ask your custodian bank, broker, dealer or other nominee to notify you of the rights offering. If you wish to exercise your rights, you will need to have your custodian bank, broker, dealer or other nominee act for you. To indicate your decision, you should complete and return to your custodian bank, broker, dealer or other nominee the form entitled “Beneficial Owners Election Form.” You should receive this form from your custodian bank, broker, dealer or other nominee with the other rights offering materials. You should contact your custodian bank, broker, dealer or other nominee if you believe you are entitled to participate in the rights offering but you have not received this form.

[thefamilyman]

Offering Summary

Securities Offered
We are distributing to you, at no charge, one non-transferable subscription right for each share of our common stock that you owned as of 5:00 p.m., Eastern Time, on April 29, 2019, either as a holder of record or, in the case of shares held of record by custodian banks, brokers, dealers or other nominees on your behalf, as a beneficial owner of such shares.

Basic Subscription Rights
Each subscription right will entitle the holder to purchase a unit (the “Unit”) consisting of 0.3 shares of our common stock and a warrant to purchase 0.075 shares of our common stock (representing 25% warrant coverage) (a “Basic Subscription Right”). The price for each share of common stock in the offering and the related warrant will be at the Initial Price (as defined below), which shall be paid in cash. To the extent that the Alternate Price (as defined below) is lower than the Initial Price, any excess subscription amounts paid by a subscriber will be put towards the purchase of additional units in the rights offering. The warrants for common stock will have an exercise price of $7.00 per share and are exercisable within 7 years of the closing of the offering.

Over-Subscription Rights
We do not expect that all of our stockholders and 2015 Warrant Holders will exercise all of their Basic Subscription Rights. If you fully exercise your Basic Subscription Right and other stockholders and 2015 Warrant Holders do not fully exercise their Basic Subscription Rights, the over-subscription right of each subscription right entitles you to subscribe for additional Units unclaimed by other holders of subscription rights in this rights offering at the same subscription price per share. If an insufficient number of shares is available to fully satisfy all over-subscription right requests, the available shares will be distributed proportionately among rights holders who exercise their over-subscription right based on the number of shares each rights holder subscribed for under the Basic Subscription Right. The proration process will be repeated until all Units have been allocated or all over-subscription exercises have been fulfilled, whichever occurs earlier.

Subscription Price
The subscription price for each share of common stock in the offering and the related warrant will be the lesser of (i) $5.50 (the “Initial Price”) and (ii) ninety-five (95%) percent of the volume weighted average price of our common stock for the twenty-five trading day period through and including on the Expiration Date (as defined below) but not less than $4.00 per share (the “Alternate Price”). Subscribers must fund their subscriptions pursuant to both the Basic Subscription Right and over-subscription right at the Initial Price. To be effective, any payment related to the exercise of a Right must clear prior to the expiration of the rights offering.

Excess Subscription Amount
If, on the Expiration Date, the Alternate Price is lower than the Initial Price, any excess subscription amounts paid by a subscriber (the “Excess Subscription Amount”) will be put towards the purchase of additional Units in the rights offering. For more information, see “Questions and Answers About the Rights Offering” below.

[thefamilyman]

I am not seeing the accredited investor requirement in the SEC filing. Maybe I am just missing it somehow but the Offering Summary does not mention it. (I had copied that summary to repost here but it has somehow disappeared so I cannot paste it.)

[thefamilyman]

LOL! Funnyman for Familyman and bull short for bullshit, you guys are killing me!

[buckysherm]

What kind of bull short is that ?

[jimmy667]

Misprint. 52 week high is $9.49