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EDGE Failed phase 3 clinical trial and folded. PDSL bought the entity and after an 8-K filing Friday afternoon it took off. This was down to about 45 cents pps when the pandemic crashed the market

Why isn't there a PDSB Forum here on IHUB?

Ahhh thank u. How did the stock turn out overall? I know it was trading in the $20 range under the EDGE take her for a day or so but I guess it got moved over.

moved to pdsb

What happened to your investment here?

What happened to this forum?

Why hasn't anyone posted about EDGE in days since the RS ?

$EDGE back to $.31

yes, by me is already. R/M and R/S done. now i am looking for big newsflow from new pipeline. Big time start

Anyone already has PDSB on the portfolio? Thanks.

+++BREAKING NEWS+++ EDGE REVERSE MERGER done! multipler ahead now. EDGE was a shell without operational business which is now taken over by PDS and gets a new pipeline. Is everything in the filings.R/S has been fixed for a long time and is not new. lol

Reverse Splits seldom work in shareholder’s favor.

EDGE is not a shell

EDGE's clinical developments failed to meet their endpoints.

Over 90% of the entire staff was laid off, and Severance packages were paid out.

They had a bit of cash on hand and the stock was fair valued. As the cash on hand was used to service these outstanding debts, the PPS decreased substantially until another company smelled blood in the water and decided to reverse merge with them.

The news that arrived yesterday is not good news.

EDGE is reverse splitting.

If the news was good news, this forum would be lit up like a Christmas tree over the weekend

Why are you talkin about a RM when the bad news that just hit concerned a RS?

A reverse stock split is never good

How can you possibly state that a reverse stock split is going to be beneficial to shareholders that hold stock at the present price? You absolutely know what happens ahead of a reverse stock split

Huge 8-k. Huge time begining now for EDGE. the r/s is save since 4 months and not a news. EDGE shell R/M PDS and have a golden pipeline now. Monsta in da making. hope for you that you long. My time of waiting now rewarded bigly.

8K out - Reverse Stock Split - reeeeead all abboutit…

the Amendment, together with the Original Merger Agreement, the “ Merger Agreement ”) to broaden the reverse stock split range from between 5 and 10 currently outstanding shares of Edge common stock for 1 share to between 5 and 25 currently outstanding shares of Edge common stock for 1 share, with the final reverse stock split ratio to be mutually agreed by Edge and PDS

No

Please follow the saga that has been the EDGE forum for quite some time

Rhetorical posts that never materialize

I highlighted a likely scenario

I am not long nor short EDGE

I am not a share holder

The real question should be is why did you only highlight that!
You left all the real good stuff off.
Shame on you!

Why did you hi-light everything in RED except the following:

Dissolve and liquidate its assets. If Edge is unable, or does not believe that it is able, to find a suitable candidate for another strategic transaction, Edge may dissolve and liquidate its assets. In the event of dissolution, Edge would be required to pay all of its debts and contractual obligations and to set aside certain reserves for potential future claims. If Edge dissolves and liquidates its assets, there can be no assurance as to the amount or timing of available cash that will remain for distribution to Edge’s stockholders after paying Edge’ debts and other obligations and setting aside funds for its reserves.

no $3 or $ 6 , now $ 0.41

EDGE 10-K OUT!! PENDING R/M CLOSE BEFORE CLOSE!! 1-5 WEEKS LEFT TO CLOSE REVERSE MERGER!!!!!!!!!!!!!!!!!!!!!!!!!!

This Annual Report on Form 10-K (this “Annual Report”) contains forward-looking statements that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this Annual Report, including statements regarding our future results of operations and financial position, strategy and plans, and our expectations for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue” or the negative of these terms or other comparable terminology. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described under the heading “Risk Factors” contained in Item 1A of this Annual Report. In light of these risks, uncertainties and assumptions, actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements in this Annual Report and you should not place undue reliance on these forward-looking statements.

These forward-looking statements include, but are not limited to, statements about:

?
the expected benefits of and potential value created by the proposed merger among Edge Therapeutics, Inc., a Delaware corporation, or Edge, Echos Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Edge, or Merger Sub, and PDS Biotechnology Corporation, a Delaware corporation, or PDS, for the stockholders of Edge;

?
the likelihood of the satisfaction of certain conditions to the completion of the merger and whether and when the merger will be consummated;

?
Edge’s ability to control and correctly estimate its operating expenses and its expenses associated with the merger;

?
the plans, strategies and objectives of management for future operations, including the execution of integration plans and the anticipated timing of filings;

?
the plans to develop and commercialize additional products;

?
the attraction and retention of highly qualified personnel;

?
the ability to protect and enhance the combined company’s products and intellectual property;

?
developments and projections relating to the combined company’s competitors or industry;

?
the combined company’s financial performance;

?
expectations concerning Edge’s or PDS’s relationships and actions with third parties;

?
future regulatory, judicial and legislative changes in Edge’s or PDS’s industry; and

?
other risks and uncertainties, including those listed under Item 1A. Risk Factors.

Any forward-looking statements in this Annual Report reflect our current views with respect to future events or to our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Except as required by law, we assume no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

In this Annual Report, unless otherwise stated or the context otherwise indicates, references to “Edge,” “Edge Therapeutics,” “the Company,” “we,” “us,” “our” and similar references refer to Edge Therapeutics, Inc., a Delaware corporation.

Page | 3
Index
PART I

ITEM 1. Business

Pending Merger Agreement with PDS

On November 23, 2018, Edge, Merger Sub and PDS, a privately-held clinical-stage cancer immunotherapy company, entered into an Agreement and Plan of Merger and Reorganization, or the Merger Agreement, pursuant to which, among other things, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into PDS, with PDS surviving the merger as the wholly-owned subsidiary of the combined company.

If the merger is completed, the business of Edge will become the business of PDS. If the merger is not completed, Edge will reconsider its strategic alternatives and may pursue one of the following courses of action, which Edge currently believes are the most likely alternatives if the merger with PDS is not completed:

?
Pursue another strategic transaction similar to the merger. Edge may resume its process of evaluating other companies interested in pursuing a strategic transaction with Edge and, if a candidate is identified, focus its attention on negotiating and completing such a transaction with such candidate.

?
Dissolve and liquidate its assets. If Edge is unable, or does not believe that it is able, to find a suitable candidate for another strategic transaction, Edge may dissolve and liquidate its assets. In the event of dissolution, Edge would be required to pay all of its debts and contractual obligations and to set aside certain reserves for potential future claims. If Edge dissolves and liquidates its assets, there can be no assurance as to the amount or timing of available cash that will remain for distribution to Edge’s stockholders after paying Edge’ debts and other obligations and setting aside funds for its reserves.

From the Annual Report today:

Dissolve and liquidate its assets. If Edge is unable, or does not believe that it is able, to find a suitable candidate for another strategic transaction, Edge may dissolve and liquidate its assets. In the event of dissolution, Edge would be required to pay all of its debts and contractual obligations and to set aside certain reserves for potential future claims. If Edge dissolves and liquidates its assets, there can be no assurance as to the amount or timing of available cash that will remain for distribution to Edge’s stockholders after paying Edge’ debts and other obligations and setting aside funds for its reserves.

So why didn't your price prediction come true after the RM news hit?


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EDGE .39/share

EDGE $0.5 breakout! SQZEEZE this week? massiv breakout sign ahead now. will take a look for possible R/M update or new pieline News next days. awesome buying activity today. looks like EDGE start now. tic toc.... way multi Bagger bounce?

He's made no money here because there has been no money to make

Nobody is short this penny stock. you are at substantial losses

Huge R/M yes. but R/S is prised in long time ago. thats was a part of the R/M and only a 5:1. So you see very decent. The Reverse Merger is a Milestone for EDGE shell Company. now EDGE have a new excellent pipline and i bet massiv News to it will follow soon. maybe before R/S we will see first big jump. EDGE will see a multiple run now. thats why i am here and i am waiting for. and now all speaks for a new big future. I am very happy. if you are short you better cover. very sudden and unanouncment EDGE can blow up. better long now.

When will the Huge R/S kick in here? EDGE will soon break down $0.2801 anyway!

?

.44.

is prised in and not bad. EDGE way Multi $ now. R/M is so huge for EDGE and bring a new pipeline future. Just fantastic.

RS is upon EDGE

All this stay tuned BS = EDGE going to go down the tubes

LE ME SUPRISE !!!

AH HUGE NEWS OUT!! REVERSE MERGER DEFINITIVE CLOSE!! EDGE NOW WITH NEW FUTURE AND NEW PIPELINE!

Item 1.01 Entry into a Material Definitive Agreement.

On January 24, 2019, Edge Therapeutics, Inc. ( “ Edge ” ), a Delaware corporation, Echos Merger Sub, Inc., a Delaware corporation ( “ Merger Sub ” ) and PDS Biotechnology Corporation, a Delaware corporation ( “ PDS ” and, together with Edge and Merger Sub, the “ Parties ” ) entered into Amendment No. 1 (the “ Amendment ”) to the Agreement and Plan of Merger and Reorganization, dated as of November 23, 2018 (the “ Original Agreement ” and, together with the Amendment, the “ Merger Agreement ”), by and among the Parties. The Original Agreement includes a covenant that Edge will submit to its stockholders for approval at a meeting of the stockholders a reverse stock split of its common stock, par value 0.00033, in the range of 5 and 10 currently outstanding shares of Edge common stock for 1 share, with the final reverse stock split ratio to be mutually agreed by Edge and PDS. The Amendment amends the Original Agreement by broadening the reverse stock split range to between 5 and 25 currently outstanding shares of Edge common stock for 1 share, with the final reverse stock split ratio to be mutually agreed by Edge and PDS.

The foregoing summary descriptions of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 2.1.

The RS is not new unexpected news. It was spelled out in the Nov 26th filing. Doesn't have to be a bad thing but will have to see ... from the filing:
The Merger Agreement contains customary representations, warranties and covenants made by Edge and PDS, including covenants relating to obtaining the requisite approvals of the stockholders of Edge and PDS, indemnification of directors and officers, and Edge ’ s and PDS ’ s conduct of their respective businesses between the date of signing the Merger Agreement and the closing of the Merger. Consummation of the Merger is subject to certain closing conditions, including, among other things, approval by the stockholders of Edge and PDS. The Merger Agreement contains certain termination rights for both Edge and PDS, and further provides that, upon termination of the Merger Agreement under specified circumstances, Edge may be required to pay PDS a termination fee of $1.75 million.

The Merger Agreement contemplates that Edge will also seek approval from its stockholders to effect a reverse stock split intended to increase its trading price above the minimum requirements of the Nasdaq Stock Market. Subject to stockholder approval, Edge expects to implement the reverse stock split at a ratio to be mutually agreed to by Edge and PDS within the range of 5 and 10 currently outstanding shares for 1 share.

In accordance with the terms of the Merger Agreement, (i) certain officers, directors and stockholders of Edge have each entered into a support agreement with Edge and PDS (the “ Edge Support Agreements ” ), and (ii) certain

Down she goes! RS to finalize the transaction.

EDGE 0.43 +8.4% REVERSE MERGER can kick in any day now imho Read >>>>>>>>>>>>>>>>>>>>>>>>> based on this News EDGE a timebomb for a huge gap and fly multi $ if R/M News above finaly close coming next days/week. i think 500% - 1000% pop possible then. hope R/M coming. then we have a jackpot i think

Therapeutics, Privately Held PDS Biotech Announce Reverse Merger



What Happened
Edge Therapeutics announced its intention to merge with the privately held, clinical-stage cancer immunotherapy company PDS Biotechnology Corp. The boards of both companies approved the proposed transaction, the companies said in a joint press release.



A reverse merger deal is a transaction in which an active private company merges with a dormant public company in a bid to go public without having to go through the arduous route of a traditional initial public offering.

Edge announced a comprehensive review of strategic alternatives in April in a bid to maximize shareholder value. The decision followed a failed late-stage trial of its aneurysmal subarachnoid hemorrhages treatment candidate, which subsequently forced the company to announce layoffs.

Why It's Important
Edge sees the merger as facilitating the creation of a publicly traded immuno-oncology company that develops novel products to treat early- and late-stage cancer.

PDS Biotech's lead candidate PDS101 has demonstrated immunotherapeutic anti-cancer activity and a favorable safety profile in early stage cervical cancer in a Phase 1/2 clinical trial.

"We expect that the combined company will have the financial resources and experienced leadership to accomplish our key near-term objectives: first, to initiate multiple late-stage clinical studies for our lead product candidate PDS0101; and second, to further advance our preclinical programs toward the clinic," PDS CEO Frank Bedu-Addo said in a statement.

What's Next
The deal is expected to close in the first quarter of 2019.

Following the consummation of the deal, the merged entity will function under the name PDS Biotechnology Corp., with the shares of the combined company to be listed on the Nasdaq under a new ticker symbol to be announced at a later date.

On the pipeline front, the combined company plans to initiate Phase 2b/3 clinical trials of PDS101 in HPV-associated cancers.

Over .43 now with some renewed buying

.38/share LET YOU SUPRISE!!??

Agree! I will still continue to accumulate.

You will see why i am hold EDGE shares. the pending R/M and the new pipeline then a epic milestone for EDGE into a new future.

If shares of the new combined company are going to be listed on the NASDAQ, then all that means is Edge is going to have to reverse split

You have been saying any day now for months and you are down probably over 60% at least

R/M can kick in any day now. EDGE over night a multi $ jump then like MBOT this week imho. >>>>>>>>>>>>>>>>>>>>>>>>>

Therapeutics, Privately Held PDS Biotech Announce Reverse Merger



What Happened
Edge Therapeutics announced its intention to merge with the privately held, clinical-stage cancer immunotherapy company PDS Biotechnology Corp. The boards of both companies approved the proposed transaction, the companies said in a joint press release.



A reverse merger deal is a transaction in which an active private company merges with a dormant public company in a bid to go public without having to go through the arduous route of a traditional initial public offering.

Edge announced a comprehensive review of strategic alternatives in April in a bid to maximize shareholder value. The decision followed a failed late-stage trial of its aneurysmal subarachnoid hemorrhages treatment candidate, which subsequently forced the company to announce layoffs.

Why It's Important
Edge sees the merger as facilitating the creation of a publicly traded immuno-oncology company that develops novel products to treat early- and late-stage cancer.

PDS Biotech's lead candidate PDS101 has demonstrated immunotherapeutic anti-cancer activity and a favorable safety profile in early stage cervical cancer in a Phase 1/2 clinical trial.

"We expect that the combined company will have the financial resources and experienced leadership to accomplish our key near-term objectives: first, to initiate multiple late-stage clinical studies for our lead product candidate PDS0101; and second, to further advance our preclinical programs toward the clinic," PDS CEO Frank Bedu-Addo said in a statement.

What's Next
The deal is expected to close in the first quarter of 2019.

Following the consummation of the deal, the merged entity will function under the name PDS Biotechnology Corp., with the shares of the combined company to be listed on the Nasdaq under a new ticker symbol to be announced at a later date.

On the pipeline front, the combined company plans to initiate Phase 2b/3 clinical trials of PDS101 in HPV-associated cancers.

LET U SURPRISE!!!!

Oh noooo!!!

Now EDGE is truly cursed

Held strong today

EDGE REVERSE MERGER can kick in any day now imho Read >>>>>>>>>>>>>>>>>>>>>>>>>

Therapeutics, Privately Held PDS Biotech Announce Reverse Merger



What Happened
Edge Therapeutics announced its intention to merge with the privately held, clinical-stage cancer immunotherapy company PDS Biotechnology Corp. The boards of both companies approved the proposed transaction, the companies said in a joint press release.



A reverse merger deal is a transaction in which an active private company merges with a dormant public company in a bid to go public without having to go through the arduous route of a traditional initial public offering.

Edge announced a comprehensive review of strategic alternatives in April in a bid to maximize shareholder value. The decision followed a failed late-stage trial of its aneurysmal subarachnoid hemorrhages treatment candidate, which subsequently forced the company to announce layoffs.

Why It's Important
Edge sees the merger as facilitating the creation of a publicly traded immuno-oncology company that develops novel products to treat early- and late-stage cancer.

PDS Biotech's lead candidate PDS101 has demonstrated immunotherapeutic anti-cancer activity and a favorable safety profile in early stage cervical cancer in a Phase 1/2 clinical trial.

"We expect that the combined company will have the financial resources and experienced leadership to accomplish our key near-term objectives: first, to initiate multiple late-stage clinical studies for our lead product candidate PDS0101; and second, to further advance our preclinical programs toward the clinic," PDS CEO Frank Bedu-Addo said in a statement.

What's Next
The deal is expected to close in the first quarter of 2019.

Following the consummation of the deal, the merged entity will function under the name PDS Biotechnology Corp., with the shares of the combined company to be listed on the Nasdaq under a new ticker symbol to be announced at a later date.

On the pipeline front, the combined company plans to initiate Phase 2b/3 clinical trials of PDS101 in HPV-associated cancers.