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$GENE falls over 30% on Ironridge pump and dump.
& explain the toxic financings of at least 20 companies.
Time to slam the bid then in GENE
Genetic Technologies shares rise 30 pct in heavy trading
http://www.reuters.com/article/2015/02/13/genetictechnologies-idUSL1N0VN29220150213
Genetic Technologies Ltd's U.S.-listed shares closed up 30 percent on Friday, capping a two-and-a-half week spate of heavy trading during which its market valuation increased by 533 percent.
U.S. shares in the Australian genetic testing company closed at $8.04 on Friday on no apparent news during the day. They rose as much as 54.6 percent earlier in the session to touch a nearly 12-month high of $9.49 per share.
The stock closed at $1.27 on Jan. 28, a day before the company announced that up to six new breast cancer diagnosis and treatment centers were expected to begin offering its BREVAGenplus product to at-risk patients between January and March. It describes BREVAGenplus as an enhanced version of its breast cancer assessment test.
"It hit a tipping point because of their news announcement and people noticed so they got the volume and it increased in price and after that it just snowballed," said John Kirkland, managing director at Ironridge Global Partners in San Francisco.
Ironridge is Genetic Technologies' biggest institutional shareholder, according to Reuters data based on the latest public ownership reports.
Kirkland said that while the news was not very significant, Genetic Technologies "was so unwatched it was the tree falling in the woods. The moment somebody paid attention to it, it just exploded."
Genetic Technologies saw a 751-fold spike in trading volume on Jan. 29, when 39.69 million shares changed hands compared with 52,834 shares in the previous session, and its shares almost tripled to $3.61.
In the last 12 days, volume has averaged 14.5 million shares compared with its 12-day average of just over 80,000 for Jan. 28. By the end of Friday 36.4 million shares had changed hands.
Via Scion ...
Cayman’s Caledonian Bank Files Bankruptcy After SEC Freeze
by Andrew Zajac
12:06 PM EST February 16, 2015
http://www.bloomberg.com/news/articles/2015-02-16/cayman-islands-caledonian-bank-files-for-bankruptcy-in-u-s-
(Bloomberg) -- Cayman Islands-based Caledonian Bank Ltd. filed for bankruptcy in New York, saying a federal court’s freeze on its U.S. assets triggered a run on the bank by customers.
The U.S. Securities and Exchange Commission sued the bank Feb. 6 over claims it profited from stock sales of invalidly registered shell companies. The SEC won a court order the same day temporarily freezing the bank’s accounts at Northern Trust International Banking Corp. and Morgan Stanley Smith Barney LLC.
A subsequent waiver of the freeze didn’t calm customers who made “a substantially larger number of withdrawal requests than expected,” Caledonian said in court papers filed on Monday in bankruptcy court in Manhattan.
The asset freeze “had a crippling effect on debtor’s liquidity,” lawyers for the bank said in the filing.
The two U.S. accounts held about $300 million, out of total bank assets of $585 million, according to the filing. The bank’s $560 million in liabilities include $520 million payable to customers on demand, lawyers said in the filing.
Caledonian Bank filed for court protection under Chapter 15 of the Bankruptcy Code, which shields U.S. assets of insolvent companies overseas. The bank has about 1,550 customers and almost 1,900 active accounts. About 51 percent of its assets are in the U.S., according to the filing.
The case is In Re: Caledonian Bank Ltd., 15-10324, U.S. Bankruptcy Court, Southern District of New York (Manhattan).
To contact the reporter on this story: Andrew Zajac in Washington at azajac@bloomberg.net
To contact the editors responsible for this story: Michael Hytha at mhytha@bloomberg.net Sophia Pearson
http://www.bloomberg.com/news/articles/2015-02-16/cayman-islands-caledonian-bank-files-for-bankruptcy-in-u-s-
Yep. Not surprising.
I'm sure you have seem this but just to keep it updated here on this board:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=110914956
All the companies are related. He often signs for Ironridge, but frequently keeps it out of his bio…
You can see his signature here:
http://www.sec.gov/Archives/edgar/data/1334586/000114420415008498/v401491_sc13ga.htm
Want to bet Kirkland and crew are invloved in Dragonox
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=110897523
Ironridge Global Partners, LLC (“IGP”) sold all of its shares of Ironridge Global IV, Ltd. to Dragonox Investments, Ltd., a British Virgin Islands business company. Directors: Brendan T. O’Neil, Richard H. Kreger, John C. Kirkland, Keith R. Coulston.
20 stocks: WGAS, ECDC, DIDG, SCRC, FRMC, AXLX, GACR, GNIN, BORK, RFMK, VELA, MTVX, PSID, NEWL, FPFI, JAMN, GENE, ASTI, CERP, HMNC.
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001512103&owner=exclude&count=100
Info on the British Virgin Islands:
http://en.wikipedia.org/wiki/British_Virgin_Islands
Pretty broadly, would be my guess.
Right ... Long day here.
David Sims. Head of Ironridge.
Yes. Seems Sims is dumping Ironridge Global IV and turning over everything to Dragonox. I doubt the SEC will be fooled.
Interesting timing:
http://www.sec.gov/cgi-bin/browse-edgar?company=Ironridge&owner=exclude&action=getcompany
Saw the one for MTVX come through this evening:
http://archive.fast-edgar.com//20150213/AOA2422CZ222S2ZZ2R2L2CZDIVAN2B22Z272/
Hmmmm ...
Only that they use Caledonian.
What prompted you to post the article here? That's what I was curious about .. if there was a specific tie-in, what have you.
I'm sure there is back history; probably Ironridge uses Caledonian a lot.
I was just wondering if they was more history between them (or the others) since you posted that over here as well.
That's interesting, though not surprising. Caledonian is very popular with finance people down in the Caribbean.
Looking for the correlations here. See that IR has\had an account at Caledonian ...
http://www.scribd.com/doc/229568269/Ironridge-Global-IV-Ltd-Declaration-of-Brendan-O-Neil#scribd
Is there more to this?
No new deals in at least 10 months
Kugelman's analysis is just plain wrong. Highly dilutive, death spiral FORCED share issuance are NOT repeat customers.
Where are all the deals then? Also Kuhl man is wrong.
Ironridge Global Partners on LinkedIn
https://www.linkedin.com/company/ironridge-global-partners
Ironridge Global Partners, LLC Featured on Seeking Alpha
Ironridge Global Partners, LLC, an institutional investor in micro-cap public companies, is featured in a story entitled "Ironridge Global Partners, LLC: Filling The Gap For Small-Cap Companies" on Seeking Alpha, a platform for investment research with broad coverage of stocks, asset classes, ETFs and investment strategy. The story's author, David Kugelman, notes that "One thing that strikes me most about Ironridge Global Partners is the large number of repeat deals they do for the same companies. This is about the strongest evidence I can think of that they make a good financial partner."
http://finance.yahoo.com/news/ironridge-global-partners-llc-featured-150000037.html;_ylt=AwrTWf2cLsFUPTkA_MqTmYlQ
U.S. Virgin Islands Tax Incentives on The Big Biz Show
Why did Kirkland move ton US Virgin Islands? Is he running from SEC?
Ironridge Global Partners, LLC 6,555,000 10/28/2013 closes @ 9.00 a share
Ironridge Global IV Ltd 7,582,513 4/18/2014 closes @ closes @ 4.75 a share
Today 12/8/14 ASTI closes @ 1.36 a share
Ironridge Global Partners, LLC Successfully Prevails in Federal Court Against Claims By ScripsAmerica
http://www.court.us/idar33758005/ironridge_global_partners__llc_successfully_prevails_in_federal_court_against_claims_by_scripsameri.htm
Ironridge Global IV, Ltd. Successfully Obtains Final Enforcement Order Against IntelliCell BioSciences, Inc.
http://finance.yahoo.com/news/ironridge-global-iv-ltd-successfully-130000120.html
IntelliCell BioSciences Announces Positive Final Ruling Against Ironridge Global IV, LTD., and TCA Global Credit Master Fund, LP
PR Newswire
NEW YORK, May 7, 2014
NEW YORK, May 7, 2014 /PRNewswire/ -- IntelliCell Biosciences, Inc. ("IntelliCell" or the "Company") (OTCQB: SVFC), a regenerative medicine company utilizing adult autologous vascular cells (SVCs) derived from the blood vessels found in adipose tissue, announced today that it has received a final positive ruling in its case against Ironridge Global IV, LTD. ("Ironridge"), and TCA Global Credit Master Fund, LP ("TCA").
On May 5, 2014 Judge Jeffrey K. Oing "ORDERED that the motion by IntelliCell to confirm JHO Gammerman's report is granted, and the January 28, 2013 report of JHO Gammerman is hereby confirmed; and it is further ORDERED that Ironridges' cross motion to reject and/or modify the report is denied.
On January 28, 2013, after an arduous battle in the courts, Judicial Hearing Officer Ira Gammerman, a long time former Justice of the Supreme Court of the State of New York, in a decision on each of Ironridge's claims against the Company, fully justified IntelliCell's position by ruling against each of Ironridge's and TCA's demands for monetary damages. The Company has always maintained that Ironridge was not entitled to any monetary claims in this matter and Judge Gammerman agreed. The Court made it abundantly clear that Ironridge (led by its principals John Kirkland and Richard Krieger) and TCA are not entitled to monetary damages and had no right to inappropriately broadcast to the world that it could sell IntelliCell's assets.
IntelliCell's Chief Executive Officer, Dr. Steven Victor, remarked, "We maintained from the very beginning that we would vigorously defend ourselves against all of John Kirkland's and Ironridge's claims for additional monetary damages and today the Company feels vindicated and is happy for its shareholders." Dr. Victor added, "I would like to especially thank The Roth Law Firm and Richard Roth and Jordan Kam for their hard work in getting us the best result possible." Richard Roth stated, "At the end of the day, IntelliCell knew it was right -- and Ironridge was wrong -- on all monetary claims. We needed two judges to confirm our position."
Link to Decision:
https://iapps.courts.state.ny.us/fbem/DocumentDisplayServlet?documentId=L84VnUELUjA7UGhBC6oH4Q==&system=prod
About IntelliCell Biosciences
IntelliCell is a pioneering regenerative medicine company focused on the expanding regenerative medical markets using adult autologous stromal vascular fraction cells (SVFCs) derived from the blood vessels in the adult adipose tissue. IntelliCell Biosciences has developed its own patented technology and protocol to separate adult autologous vascular cells from adipose tissue without the use of enzymes. IntelliCell will also be seeking to develop technology-licensing agreements with technology developers, universities, and international business entities.
Forward-Looking Statements
Certain statements set forth in this press release constitute "forward-looking statements." Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words "estimate," "project," "intend," "forecast," "anticipate," "plan," "planning," "expect," "believe," "will likely," "will reach," "will change," "will soon," "should," "could," "would," "may," "can" or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the company's actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company's ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company's limited operating history, the limited financial resources, domestic or global economic conditions, activities of competitors and the presence of new or additional competition, and changes in Federal or State laws. More information about the potential factors that could affect the Company's business and financial results is included in the Company's filings, available via the United States Securities and Exchange Commission.
Toxic Financings: Featuring Ironridge Global
Found here: http://www.smallcapnetwork.com/Toxic-Financings-A-Case-Study-For-Small-Cap-Retail-Investors/s/via/21121/article/view/p/mid/1/id/8/
Full text:
Public company financings, when done well, are supposed to make a company healthy and thrive. The allows companies to grow by letting them compete in new markets and create new products.
These days it seems an increasing number of small cap companies are being cornered into signing toxic financing agreements. Gcan turn the boon of extra capital into a cancer that can cripple or kill public companies and their inexperienced investors with them.
To understand how toxic financing works and how devastating it can be, consider the highly volitile, high profile lawsuit case involving financeer/investment firm Ironridge Global and NewLead Holdings, (OTCMKTS:NEWL) an international shipping company that owns a fleet of dry bulk carriers and double-hull product tankers.
Toxic financing is not just a colorful phrase to describe a bad situation; it describes a specific financial scenario. These financing deals are usually restricted to companies that are fiscally weak. An investor purchases convertible equities or debt that allows the investor to exchange those instruments for common stock in a weak company. In most scenarios, the instrument converts to a fixed number of shares. In the toxic financing scenario, the weak business is so desperate for capital it allows the investor to convert the instrument for a number of shares based on a specific dollar value allows the investor to put the company in a death spiral.
The "investor" converts some of its equities for common stock and sells it. This causes the market value of the shares to go down, which allows the investor to receive more shares as it converts additional equities. Eventually, the share price plummets, and all the original investors bear the expense. The perceived “malicious investor” gets all the profits.
In the NewLead case, one look at the firm’s historic stock chart tells the devastating story. More recently, the firm decided to "voluntariy" exit the Nasdaq Stock Exchange after numerous efforts to retain its public status ultimately failed. A dispute with Ironridge Global has been perceived by many as the main reason for its horrific share price drop, but a June court ruling said Ironridge had nothing to do with share declines.
Ironridge Global describes itself as an “equity investor in micro-cap public companies.” That means it invests in companies that are traded on a public exchange or over the counter and whose stock is valued between $50 and $300 million. Generally, companies with a smaller capitalization are considered riskier than large cap companies, such as Coca-Cola or Walgreens. However, since the risk is higher, so is the potential return.
To say there is growing hostility against these “toxic” investment firms is an understatement. One message board on the popular investment site InvestorsHub, spews contempt through its use of dry humor, features links to the firm’s growing number of lawsuits, an SEC subpoena and even points to the extravagant wedding of one of the firm’s principals, John Kirkland.
NewLead Holdings, like so many other public firms, needed financing to help support its operations and was publicly traded on the NASDAQ. Apparently. thats where Ironridge came in. In exchange for $2.5 million in cash, Ironridge received 500 preference shares in NewLead. In addition, Ironridge paid another $22.5 million in promissory notes in exchange for another 2,250 preference shares.
Things got interesting for Ironridge and disastrous for NewLead. When Ironridge chose to convert its preferred shares into common stock, it also got dividends. These dividends were to be paid in either cash or in more of NewLead stock.
How much NewLead stock Ironridge got was defined by contract, but the dividend stock was always valued below the current market value of the NewLead shares. If the value of the common stock dropped, Ironridge got more NewLead shares with every dividend payment.
Once the agreement was set, every week for a month, Ironridge converted its preferred stock and received stock dividends. The common shares were promptly sold, causing the stock value to drop. Every week, Ironridge got more shares to sell. The result was a drop in NewLead share value from $17 to 29 cents. NewLead refused to convert any more shares, claiming that Ironridge fraudulently entered into the contract and maliciously destroyed the stock’s value.
NewLead’s filed civil claims against Ironridge for damages exceeding $125 million are getting more and more attention. NewLead contends that Ironridge breached its contract with NewLead, participated in several acts of fraud, and manipulated the securities market. However, it may be too little, too late. As stated earlier, NewLead was basically delisted from the NASDAQ earlier this month.
Delistings are nothing new here. PositiveID Corporation (OTCMKTS:PSID) ended up being delisted from the Nasdaq shortly after announcing a deal, initially reported to worth up to $13.8million, with Ironridge. The firm would later acknowledge that it never received the anticipated funds. In fact, it claimed that the deal was to be revised to involve lower funding and months later said that there was no funding. Inevitably, the firm nosedived and its position in the market plummeted.
Another lawsuit against Ironridge involves High Plains Gas (OTCMKTS:HPGS). High Plains entered into a deal with Ironridge and received approximately $1.12 million funding. However, less than a month into the deal the CEO resigned due to massive stock disintegration. It was noted that High Plains and its creditors had not received funding almost one month since the deal was completed. Some regulators and politicians are starting to wonder if entering into a deal with certain financial companies based on promises about funding or long-term investment may not be what they appear to be. Indeed, many firms of these firms saw their stocks lose value significantly within one month of entering a deal with firms like Ironridge.
The lesson for small cap investors is to learn to read the terms of the financings your companies agree to. “There are two dance partners in every transaction,” writes one Seeking Alpha contributor who has been following the story. “The lender and the management team which agreed to do the deal. Hold each one accountable.
These days most retail investors fall for news releases that proudly announce many of these financings as positive developments which provide much needed capital and help push products and projects forward, but most don't have the qualifications or knowledge to understand that the companies they invest in are, in more and more cases, being sent into "death spirals."
Altogether, toxic financing companies appear to worsen small investors’ already risky situation. Promised about long-term investment must be carefully studied and considered.
Regulators and politicians are often called upon to do a better job of protecting the public from some of these otherwise legal schemes, but until they step in and realize the damage these types of financings are causing the markets, retail investors, small cap company management teams and others who get snared into these situations have to take responsibility for their actions.
Small Investors Suffer In Toxic Ironridge Financings
Found here: http://seekingalpha.com/instablog/861697-michael-morhamus/3165155-the-small-retail-biotech-investor-usually-suffers-most-in-toxic-financings
Full text:
Most often on Wall Street, the small retail investor is left holding the bag, despite even some of the best efforts by the management teams of emerging small-cap companies to keep their firms funded and alive.
As one financial publication pointed out so eloquently, "Most small cap companies succumb to toxic financing as a way to stay alive, which can include below-market pricing, warrants and adverse 'ratcheting' provisions. The investors in these deals often try to push down the companies' shares in order to lower their warrant acquisition costs and maximize their profits at the expense of other shareholders."
While it is not clear, at this point, whether the institutional investing group known as Ironridge Global IV, Ltd. was actually involved in trying to "push down the shares" of the companies they invested in by using "black-hat" trading tactics, is well beyond our scope or opinion. Still, the track record of deals proudly displayed on their own website leaves one to wonder how so many financings could have turned so sour and resulted in so many lawsuits along the way.
While I did attempt to reach the firm for comments for this commentary, I was unsuccessful. The firm's own description of its business model describes Ironridge as "an institutional investor making direct equity investments in micro-cap public companies." According to the description at the bottom of various press releases, "The fund has entered into more than 50 equity financing transactions in the last three years, ranging from under a quarter million to $25 million each. Ironridge Global seeks to be a long-term financial partner, assisting public companies in financing growth and expansion by supplying innovative funding solutions and flexible capital."
An interesting YouTube video featuring John C. Kirkland, the Managing Director of Ironridge Global Partners being interviewed by Sully Sullivan on his Big Biz Show shows Mr. Kirkland explaining his firm's business. When deciding which companies to invest in, Kirkland explains: "We do a mix of technical and fundamental. Technical means 'what is the stock doing and fundamental means what is the company doing?' If the technicals are horrible, then the fundamentals better be fantastic. Usually it's right in the middle, you know? You've got to have decent technicals and potential… It makes Vegas look safe."
But based purely on the gambling analogy, it's hard to see where Ironridge ever lost on a deal they invested in. I'm sure any retail investor would love to gamble with those kind of odds.
In the biotechnology sector, which I follow most closely, it's nearly impossible to find a deal that didn't mostly benefit Mr. Kirkland's fund above most other investors, including founders and management. Those firms who took the largest sums from Ironridge, via financings of one form or another, appear to have been hurt by massive dilutions the most. Other which took small financings, appeared to have figured out ways in which to salvage the damage or at least stop the bleeding, but almost always at the expense of the common shareholder.
One Chartered Financial Analyst who contributes to Seeking Alpha Writer described taking money from IronRidge as the equivalent of having danced with the devil. "Keep in mind, they are buying with a lot of protection - they aren't investing at the market price. They make money even if other shareholders don't," wrote Alan Brochstein, C.F.A. Brochstein, who worked in the securities industry since 1986, primarily with the responsibility for managing investments in institutional environments warned his readers at the time that AVT, Inc. (OTC Markets: AVTC), which had been struggling to raise money, may have subjected themselves and their shareholders to several negative implications. "The press release makes it sound great, (but) the filing is the reality: Issuing shares at a 20% discount and subjecting themselves to price risk on their common stock," wrote Brochstein.
Therein lays the problem. While most small retail investors are led to believe that many of these proudly announced financings are positive developments which will provide much needed capital and help push products and pipelines forward, most don't have the qualifications or knowledge to understand that the companies they believe in are, in more and more cases, being sent into "toxic financings" and "death spirals."
In their defense, earlier this year, Ironridge announced that they had successfully concluded that same financing transaction with that automated retailing company which Brochstein warned his readers about. According to Ironridge's own news release, since the deal was entered into on July 2, 2013, AVT stock had doubled in price to $5.00 per share on January 8, 2014, the date when the transaction concluded.
While there are certainly many other deals, the biotech and healthcare sector features numerous historic deals listed between Ironridge and companies like Genetic Technologies (NASDAQ:GENE), Rosetta Genomics (NASDAQ:ROSG), MEI Pharma Inc(NASDAQ:MEIP), Advaxis, Inc.(NASDAQ:ADXS), Amarantus Bioscience (OTCMKTS:AMBS), Pressure Biosciences (OTCMKTS:PBIO), Uluru Inc. (OTCMKTS:ULUR), PositiveID Corporation (OTCMKTS:PSID), Cord Blood America Inc.(OTCMKTS:CBAI) and IntelliCell BioSciences, Inc. (OTCMKTS:SVFC).
Many of those companies are big board listed and thriving despite having taken unfavorable financing deals along the way, but others are now trading at sub-penny levels after suffering mass dilutions followed by nearly insurmountable selling pressure. In multiple instances, Ironridge has attempted to foreclose on the companies they had lent money to; just as they felt it had the legal right to do.
The CEO of one such firm, IntelliCell BioSciences, has made no secret of his unpleasant experience with Ironridge. Dr. Steven Victor sued and successfully got a favorable ruling against Ironridge earlier this year.
Following that ruling, Victor stated: "We maintained from the very beginning that we would vigorously defend ourselves against all of John Kirkland's and Ironridge's claims for additional monetary damages and today the Company feels vindicated and is happy for its shareholders."
Unfortunately, many of IntelliCell's early investors lost a small fortune along the way.
Reached for specific comments for this article, Dr. Victor said simply: "There are good guys in the space and there are bad guys in the space, like anything else."
Having survived, Dr. Victor says his regenerative medicine firm is now focused on making a comeback with a real technology and products that will generate revenues.
"Anyone who wants to know what really happened and how much frustration the management team went through, can simply read through our filings. It's all there."
Other publicly traded companies, like Amarantus Biosciences, settled serious loan and financing debts by issuing Ironridge tens of millions of shares of common stock.
Ironridge is not alone in their business model. There are at many other institutional investment firms which are in the business of "coming to the rescue" of desperate small cap companies who have little choice but to take money however they can, under whatever predatory terms they agree to. Those firms and their terms may not be fair but they are also not illegal.
In recent days, the U.S. Securities and Exchange Commission is rumored to be closing in on some of the more egregious offenders who may be manipulating prices in order to force more debt. But the weight of proving such manipulation and other illegal trading tactics often proves to be difficult; particularly since most of those activities take place using off-shore broker dealers and other entities.
What has happened to Ironridge lately is also somewhat of a mystery. When cross checked via LinkedIN, the names of the individuals on the management team that appear at ironridgeglobal.com, seem to indicate that most have moved on to other firms very recently.
While some on Wall Street believe that Ironridge has seen its final days or may have simply disbanded, an oddly timed officially shared link on the firm's Facebook page appears to state otherwise. That link which was posted just days ago on August 6th, points to a scribd.com file that displays a Certificate of Good Standing for Ironridge Global Partners, LLC from the Secretary of State of the State of Delaware.
The lesson for "the little guy" retail investors here is simple. Learn to read the terms of the financings your portfolio companies agree to. There are two dance partners in every transaction. The lender and the management team which agreed to do the deal. Hold each one accountable by choosing to be an investor or taking your chips off the table as quickly as possible following an unfavorable financing.
Word Is Out: No New Ironridge Deals in 8 months
Word must be spreading about how toxic Ironridge financing is destroying the share prices of other companies.
Ironridge Received $32.3mm For $2.5mm "Investment"
From a recent filing:
As of July 31, 2014, Ironridge has invested $2.5 million in the Company (NEWL) and force funded another $2.5 million, which was immediately returned pending resolution of the arbitration, and, as disclosed to the Company by Ironridge, has sold the common shares of the Company issued to it for aggregate proceeds of $32.3 million
This is how the fleecing of a company - in this case, NewLead - happens.
Email Addresses For Ironridge SEC Complaints
If you own shares of MTVX, SVFC, VELA and others, this may apply. If you feel Ironridge Global has manipulated stock prices by selling/shorting, here are SEC direct emails for complaints:
chairmanoffice@sec.gov
tradingandmarkets@sec.gov
help@sec.gov
oca@sec.gov
oig@sec.gov
newyork@sec.gov
Ironridge's Shady History
Posted on the MTVX Board.
"MORE ABOUT IRONRIDGE! Perhaps the most predatory of all groups is the newest. Co-founded earlier this year by John Kirkland, an attorney who worked for Marc Dreier, currently serving 20 years in jail after pleading guilty to a $700 million fraud and Brendan T. O’Neil who has run two funds that have folded in the last three years, Ironridge bills itself, according to its web site, as “supplying innovative financing solutions and flexible capital, as it seeks to unlock the full potential of cash-constrained businesses.” There is certainly some truth to that statement, as the companies it has completed deals with seem on the verge of going out of business. Ironridge usually doesn’t fund the company until after it sells the stock, as the filings show that payments are often not made until at least 20 days after they have received free-trading shares (imagine borrowing money from somebody and having to provide them with the money to make your loan before you receive any proceeds from them). The destruction in stocks they have completed transactions with makes the devastation from Hurricane Irene seem tame by comparison. Just two weeks ago, Uluru (NYSE: ULU) announced a “$1.6 million financing at a premium to market with Ironridge.” The problem is that the company neither received $1.6 million, nor was the deal done at a premium. The details in the 8-k suggest that the press release was misleading, as the company will receive proceeds only after a certain dollar amount of stock trades, and Ironridge’s actual cost to buy the stock is a fraction of the advertised price. Investors don’t seem fooled, as ULU’s stock is down nearly 50% in two weeks since the deal was announced. Less than two weeks after announcing the deal with Ironridge, the regulatory arm of the NYSE AMEX notified Uluru that it was not in compliance with listing standards and that it faced delisting. Uluru, like all of the companies Ironridge has completed transactions with, currently has a nominal market capitalization, in this case less than $2 million.
Uluru is not the only company in Ironridge’s portfolio facing delisting. PositiveID Corporation (OTCBB: PSID) was delisted from the Nasdaq less than five weeks after entering into “Strategic Financings for Up to $13.8 Million at a Premium to Current Share Price” with Ironridge. Shortly after the announcement, however, the company acknowledged in an 8-k filing that it did not receive the funds it had anticipated and that the price of the deal was being revised lower (think floorless financing). According to the filing made nearly two months after the deal was announced, the company has still not received the $1.5 million it was anticipating receiving as the first part of the funding. Approximately one month after the deal was announced, the CEO resigned. The stock has lost approximately 60% of its value in two months since the deal was announced.
Apparently inking a deal with Ironridge is not a career-enhancing move for a CEO. Less than three weeks after announcing an initial round of funding of approximately $1.12 million from Ironridge, the CEO of High Plains Gas (OTCBB: HPGS) resigned in the wake of the stock’s loss of more than 65% of its price. Like other companies which have done business with Ironridge, neither High Plains nor its creditors had received funding weeks after the deal was completed. Imagine losing your job, destroying your stock and not receiving proceeds after all of that. On average, from the time a regulatory filing was made announcing a deal with Ironridge, companies saw their stocks lose more than half their value within one month."
Ironridge's LIFE Program Sucks Life From Companies
Cleverly worded, however this can be interpreted to Ironridge receiving stock from a given company, and then dumping it without any regard to the share price, existing shareholders, or value of the company.
http://www.ironridgeglobal.com/life-program/
Ironridge's "Mission" State On Old Website
Again, before it was removed...
Ironridge's "core objective is to propel high growth companies in building faster growing and more profitable enterprises."
Growth and profits are hard to achieve when your "investor" dumps shares once they are received. This is actually the opposite of "investing".
Verbiage On Ironridge's Old Site (Before Removal)
"Ironridge Global Partners is a long-only institutional investor..."
Convenient they got rid of that, eh?
About SEC Subpoena Investigating Ironridge
On December 4, 2013, the Company was served with a subpoena issued by the Securities and Exchange Commission (“SEC”) in connection with the SEC’s investigation of Ironridge Global, IV, Ltd. and/or its affiliates (collectively “Ironridge”). The subpoena demanded production of a broadly defined scope of documents related to any communications or transactions between the Company and Ironridge. The Company cooperated fully by producing responsive documents and participating in a phone interview with SEC investigators. Although the SEC declined to provide the Company with specific information regarding the nature or scope of its investigation, the Company believes that the investigation does not extend to any claim that the Company violated federal securities laws in connection with its dealings with Ironridge. (VelaTel 10-K)
Error #3 on New Ironridge Global Site
In the About section it says that Ironridge is able to quickly "structure flexible financial solutions".
What's flexible about having your company's stock in a death lock because the shares provided to Ironridge are dumped without any regard for the client/partner?
Error #2 On New Ironridge Global Site
In the About section, it says "the firm acts as a passive capital partner."
Really?
What is passive about decimating a company's stock?
See tickers MTVX, SVFC, NEWL & VELA to name a few.
Error #1 On New Ironridge Global Website
On the About page it says they are an "investor". What real investor fleeces the companies they invest in by massively diluting shares?
AVT Inc. Dances With The Devil 4 comments
Jul 3, 2013 3:06 PM | about stocks: AVTC
AVT, Inc. (OTCPK:AVTC) put out a press release on 7/2 and followed up with an SEC filing:
PRESS RELEASE
AVT Secures $1.1 Million Equity from Institutional Investor Ironridge Global to Propel Growth
CORONA, Calif., July 3, 2013 /PRNewswire/ -- AVT, Inc. (OTCPK:AVTC) (OTC Markets: AVTC) (www.autoretail.com), a leader in automated retailing systems, customized kiosks and self service stores, announced that they have settled trade payables of approximately $1.1 million, in exchange for the issuance of shares of its common stock to Ironridge Consumer Co., a division of Ironridge Global IV, Ltd. ("Ironridge"), an institutional investor specializing in direct equity investments in consumer product companies.
The capital will be used to build company-owned automated retailing systems, which will be rapidly deployed and will create recurring revenue streams for AVT.
One of AVT's business goals for 2013 was to produce more company-owned systems, and derive ongoing revenues from these systems. While AVT's core business continues to be the design and manufacturing of self-service stores and automated retailing systems, the company's management determined that diversifying into other areas would create growth and shareholder value. Those new business units include financing, technology licensing, system management, and company-owned systems.
"We know the management at Ironridge Global and recognized that their association with other public companies had a positive impact on share values," said Shannon Illingworth, Founder and Chairman of AVT. "We are pleased to work with Ironridge and to subsequently accelerate our business growth plan, and expand on the success we have enjoyed for the past 7 years."
"A recent report by Global Industry Analysts, Inc. stated that the world market for interactive kiosks is projected to exceed $1.2 billion by the year 2015 as consumers prefer to serve themselves rather than waiting for the service to come," commented Richard H. Kreger, Managing Director of Ironridge Global Partners. "We are impressed by what Shannon and his team have accomplished at AVT," he continued. "As we learned about AVT's business strategy and plans for growth, we became comfortable offering equity financing to help execute on their plans."
"As we move toward our goal of becoming a $50 million dollar company, one of the key components is a steady flow of capital," said James Winsor, CEO of AVT, Inc. "This strategic infusion will allow us to build on our proven and successful model of placing our award-winning automated retailing systems throughout the nation," he added. "We are confident that our relationship with Ironridge will act as jet fuel to propel our already impressive growth."
FILING
On July 2, 2013, IV and the issuer settled $1,024,405 in accounts payable of the issuer now owned by IV, in exchange for shares of common stock of the issuer. Pursuant to an order approving stipulation for settlement of claims between IV and the issuer, IV is entitled to receive that number of shares with an aggregate value equal to 105% of the claim amount plus reasonable attorney fees, divided by 80% of the following: the closing price of the issuer's common stock on the date prior to entry of the order, not to exceed the arithmetic average of the volume weighted average prices of any five trading days during a period equal to that number of consecutive trading days following the date of initial receipt of shares required for the aggregate trading volume to exceed $10 million less $0.05 per share, as reported by the Bloomberg Professional service of Bloomberg LP.
IV is prohibited from receiving any shares of common stock that would cause it to be deemed to beneficially own more than 9.99% of the issuer's total outstanding shares at any one time. IV received an initial issuance of 1.5 million common shares, and may be required to return or be entitled to receive shares, based on the calculation summarized in the prior paragraph. For purposes of calculating the percent of class, the reporting persons have assumed that IV would be entitled to approximately 591,000 shares based on the $2.37 per share closing price on July 1, 2013, and that there were a total of 14,334,321 shares of common stock outstanding immediately prior to the issuance of shares to IV, such that the shares issued to and retained by IV would represent approximately 4% of the outstanding common stock after such issuance.
IMPLICATIONS
AVTC has been trying desperately to raise money. The press release makes it sound great, the filing is the reality: Issuing shares at a 20% discount and subjecting themselves to price risk on their common stock. The company is based in the British Virgin Islands but has offices in the U.S. Here is a link to some companies that they have backed. Keep in mind, they are buying with a lot of protection - they aren't investing at the market price. They make money even if other shareholders don't.
As I have previously described, they have borrowed from the Chairman's father in a way that has siphoned money from outside shareholders and have also engaged in debt deals with small investors, but that hasn't been working. Now this. The excerpt from the filing shows that the number of shares could almost triple, depending on where the stock trades in the future. This is a potential "death spiral".
There is a very smart poster on Investor's Hub. Here is a link to his message:
ECDC - Issued shares to IronRidge on 4/23/12 was trading at $.0043/share then, now trading at $.0003/share
STKO - Issued shares to IronRidge on 4/26/12 was trading at $.0045/share then, now trading at $.0012/share
HMNC - Issued shares to IronRidge on 4/20/12 was trading at $.44/share then, now trading at $.14/share
UCHC - Issued shares to IronRidge on 5/21/12 was trading at $.0027/share then, now trading at $.0002/share now
SAPX - Issued shares to IronRidge on 5/31/12 was trading at $.052/share then, SAPX a 1:70 reverse split after price fell to $.019/share on 9/4/12
VELA - Issued shares to IronRidge on 7/5/12 was trading at $.009/share then, dropped to $.003/share then VELA did a 1:100 reverse split on 7/24/12
Ironridge has also funded AVTC partner JAMN.
I continue to expect AVTC to plunge. It is down since my original article near the end of May and headed below $1 in my opinion.
Disclosure: I have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours.
Stocks: AVTC
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ANOTHER DAY, ANOTHER IRONRIDGE LAWSUIT
July 2014 May 2014 Jan 2014 March2012 Jan2011 | NewLead Holdings (NEWL) Files Claims Against Ironridge; Seeks Damages in Excess of $125M ScripsAmerica Files Suit Against Ironridge Global IV,Ltd IntelliCell BioSciences Announces Favorable Ruling Against Ironridge Global IV, LTD., and TCA Global Credit Masterfund, LP , Ironridge Global IV, Ltd. v. Worthington Energy Unirac, Inc. v. Ironridge, Inc. et. al |
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