KalVista Pharmaceuticals (KALV)

[Value_Investor]

Why CBYL could surge to $1.43 from as low as $0.52 in February?

[Value_Investor]

Why CBYL crashed to $0.5712 today from $1.43 just Six Weeks ago?

[gm99]

CBYL, $0.77, Merger coming and the combined company shares are set to $18 to $20. The insiders and funds/institutional bought 2.7 Million shares in 2016 and they're holding 90% of the total O/S .

CBYL, IPO at $5 in Apr, 2015 and went high as $9.

Might be a big winner this year.

[mrpickem]

$CBYL starting to creep up

[Global Interface]

Conference Call

Friday, June 24th at 8:00 a.m. Eastern Time (5:00 a.m. Pacific Time)

KalVista and Carbylan will host a teleconference to discuss the proposed transaction announced on June 24, 2016.

The live call may be accessed by phone by calling (866)-405-1247 (domestic) or (201)-689-8045 (international).

Audio may also be accessed on the Carbylan website in the investor relations section at www.Carbylan.com, or the KalVista website at www.KalVista.com.

A replay of the call will be available for 14 days by phone by calling (877)-660-6853 (domestic) or (201)-612-7415 (international), conference ID 13639956.

GL

G

[unityriver]

.80 is proving to be stubborn resistance on this trip back north. We need to break through and hold.

[Global Interface]

They haven't set a date/time. Just said "week of the 20th". Expect a PR tomorrow if not Monday with more info.

GL

G

[unityriver]

If I may ask, what is the date of the conference call? Thank you in advance.

[Toxic Avenger]

I stand corrected.
First of all, the proposal was put forth because the stock is below $1/share and to gain compliance, it needs to be higher. That was solved, up until the merger.
Secondly, there's no reason a reverse split should cause the price to fall. This is not a stinky pinkie where they're doing it so they can dilute further. It may (or may not) be necessary to complete the merger.

But my point remains valid - any merger, where the public company hands 80% of it's cash to another entity, causing the public company's stock to crash, is going to become a target for many law firms who salivate at this sort of bad deal.

Honestly, it makes no difference to me if you want to say it's a good deal, but the reverse split is what makes it bad. I don't care what the reason is. At the end of the day, they're taking a company with a cash liquidation value of somewhere around $1.50 and selling that cash at an 80% discount. The existing company and facilities are being shut down. The new entity is buying nothing but cash and a ticker, and they're stealing it.
Why anyone, from the board to the majority holders would agree to this is beyond me.

[packerfanbud]

umm no

http://www.sec.gov/Archives/edgar/data/1348911/000119312516621891/d176310dex21.htm

[Toxic Avenger]

wrong company.

[packerfanbud]

I still think the deal for the merger is fine. It is the Reverse split buried in the 8k that will kill the common shareholders.

5.20 Reverse Split. Carnivale has submitted to the holders of Carnivale Common Stock a proposal to approve and adopt an amendment to the Carnivale Certificate of Incorporation to authorize the Carnivale Board to effect a reverse split of all outstanding shares of Carnivale Common Stock whereby each outstanding share of Carnivale Common Stock would be combined, converted and changed into 1/4, 1/5, 1/6, 1/7, 1/8, 1/9 or 1/10 share of Carnivale Common Stock. Subject to obtaining the approval of such stockholders, Carnivale shall take such other actions as shall be reasonably necessary to effect such reverse stock split at a ratio mutually agreed to by Carnivale and the Seller Representative.

www.sec.gov/Archives/edgar/data/1348911/000119312516621891/d176310dex21.htm

[drive]

I agree. If it doesn't make sense, there's more than we currently know or don't know.

[Global Interface]

I find it hard to believe that InterWest, Alta and Vivo are supporting this. There has to be more to the story...

[Toxic Avenger]

Lawsuits aren't for illegal activity. They're for dereliction of fiduciary responsibility or fraud.

If you look at the class action shareholder actions over the last few years regarding takeovers, they occur when the price rise isn't great enough.

When the price falls 40% and they sell a company with $40 million in cash for no money while giving the new company shareholders 80% of the new entity, I think you might find there are a few folks who feel there was some double dealing.

We'll see.

[unityriver]

Lawsuits based on what? Where do you see illegal activity?

[Toxic Avenger]

If this deal goes ahead, I expect massive lawsuits.

[Global Interface]

There will be a conference call next week. Here's to hoping they have a good explanation.

On the surface, this deal looks very fishy...

Currently, CBYL is nothing more than $40m and a ticker.

How is KV "purchasing shares" such that they will own 80% and we are then $40m with a weak preclinical pipeline that will quickly draw down that cash?

I'm missing something, right?

[unityriver]

The company needs to follow up in some meaningful manner. I have never seen a more irrational sell-off than this one.

[vhgier]

%&*$#@ these pieces of shit

[ClayTrader]

* * $CBYL Video Chart 06-15-16 * *

Link to Video - click here to watch the technical chart video

[Toxic Avenger]

LOL, or not.

[Toxic Avenger]

It could happen, but with the stock now about 30% below it's cash liquidation value, I have to hope the majority shareholders aren't that stupid.

[Global Interface]

I hope so. I am still holding a handful of these hoping I missed something that makes them more valuable than they appear. I did read that the "majority" has "entered into agreements in support of the transaction" whatever that is worth...

GL

G

[Toxic Avenger]

That may change since the proxy notice hasn't even been sent and the closing is subject to a vote.

"Consummation of the Transaction is subject to certain closing conditions, including, among other things, approval by the stockholders of Carbylan of the transactions contemplated by the Share Purchase Agreement and related matters"

[Global Interface]

Unfortunately a majority have already pledged support for the deal.

GL

G

[Toxic Avenger]

The market isn't that stupid. It's a terrible deal. Selling 80% of $40 million plus in cash for some future prospects.

But the deal needs to be voted on and hopefully gets voted down.

Liquidate the company - stockholders would do better, only senior execs lose out as they can't keep their jobs.

[packerfanbud]

CBYL insiders held about 50% of the OS which had a net cash value of about 43 million. Let's call that 40 million so the insiders shares are worth about 20 million cash. they choose to dilute their holdings to be about 10% of the OS. To me that means they believe the overall value of the new company structure would have to be worth at least $200 million. Likely a lot more long term or why take the risk

[Global Interface]

That is true that the 81-19% is on a fully-diluted basis. 100m authorized and 26m OS.

What I want to know is what they are bringing to the table given existing stockholder equity is something like $40m.

[packerfanbud]

I keep seeing people saying "we only get 19%". Not true we as a stockholder own stock in the combined assets of the deal. the 19 vs 81% is that the insiders of Kalvista will own 81% of the outstanding shares. just like you own a certain % of shares. Now this probably means that the OS will go up to allow for Kalvista insiders to obtain 81%, but as insiders it isn't a big deal as they aren't going to sell them off anytime soon.


from 8k

On June 15, 2016, Carbylan Therapeutics, Inc. (“Carbylan”), KalVista Pharmaceuticals Ltd., a private company limited by shares incorporated and registered in England and Wales (“Kalvista”), the shareholders of KalVista (each a “Seller” and collectively, the “Sellers”)

The Sellers own 100% of the outstanding KalVista Shares and following the consummation of the Transaction, KalVista will become a wholly owned subsidiary of Carbylan.

[Global Interface]

Boy did I screw that trade up...

What a crappy deal! CBYL had $40m cash in the last Q. It looks like they agreed to something stupid like sell $40m cash and a ticker for $10m! Wtf...

[Toxic Avenger]

Market doesn't seem to think too much of the deal.

At the last filing, CBYL had about $1.65 in cash/share and the PPS is now $1.20.

Not a good sign.

Hopefully the deal will be voted down as liquidation would be worth much more.

[Toxic Avenger]

A year ago, VCs put $33 million into KalVista for an unspecified ownership percentage.
Now CBYL is putting in that amount, or more and we get 19% or less.

So it all depends on what the valuation of KalVista is these days.

[Toxic Avenger]

Really hard to guess since CBYL looks like it already has the cash that the combined companies end up with, except now CBYL shareholders have 20% of the cash claim, instead of 100%.
The real question is the value of the KalVista drugs in the Pipeline.

[DEADSKY]

$1.50-1.60

[vhgier]

Any guesses on the share price target now?

[drive]

Thanks.

[DEADSKY]

Congrats to those who held!

[PrepareForGlory]

Nasdaq compliance PR should be coming out at any time after achieving such on Friday.

[MrK]

$CBYL looking good

[UP Trend]

Are we at 2 dollars yet..Coming slow and steady!

[drive]

We're on the move again.

[MrK]

$CBYL holding like a champ

MrK

[Joefalba00]

Hope your right sir
Level 2 there's nice support at 1.25 with bid volume stronger than ask

[drive]

Shorts just keep bringing it down. Your arses will get burnt.

[drive]

Today should be another GREAT day!

[DEADSKY]

Ready for train to leave the station on Monday!

[stocktrademan]

CBYL bullish 1.38

[Penny Gold Mine]

Great day

Cbyl

$$$$$

[ClayTrader]

* * $CBYL Video Chart 06-03-16 * *

Link to Video - click here to watch the technical chart video