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Truth- I can contemplate a partnership/buy-in as long as it does the following;
- pays Plat/DM/BAM out of the stock
-provides some financial cushion
- does NOT limit ISC from selling next gen. ETD products to other EDS makers but has a first run preference for our partner
With debt gone, share count up, money in the bank ISC would fly as they are poised to ramp up revenues even faster than their current ramp.
I can see EDS maker "ABC" having a way to bundle ISC's ETD products as a strong motivation toward a partnership and Plat. may lean that way also with debt paid out instantly.
Matter of fact, the Plat. situation may precipitate a 180 degree turn...maybe.
But I only give it a 15% chance of happening that way.
Cat and Mouse but who is the cat? So L3 says they will bolt on an acquisition for 300M to have a competitor bid 350M so the final L3 bid is 375M.
The key verbiage that has remained un-parsed is: we (l3) are going to be very cost conscious with our purchases. Meaning, whatever we pay will be a good price for real value.
We could easily see the deadline slide to July to accommodate a Canadian award to ISC- that PR would be on the top of the stack but packaged in with TSA, other EURO sales PRs that when the owners of L3 review the purchase they will instantly understand the value in current sales contracts/orders and that magic "accretive" word that gets pasted on to the deal.
I still think end of month is the time. But nobody knows anything for sure about ISC because that is the way everybody wants it. And it keeps strategic interference out of the SP movements.
PRIMP- sure, a buy in is possible but complicated as debt has to be removed and any company investing into ISC in a significant manner would/should require that DM is paid out of ISC.
DM maybe more inclined to accept a pay out today as they look to fend off gov. investigations.
But ISC is playing coy, staying quiet and avoiding any indication of what is next, which in itself caps share price appreciation, stomps on wild speculation and steadies the SP range...ideal for a Buyer to acquire a small-cheap position prior to end of month. This behavior is more of buy out indication than it appears to be.
I think McGann addressed your idea of using the "E" /desktop version for complex molecule analysis but I also think bio-threats can go to outlaw state sponsored groups one day but today that seems out of their capability.
(The new alarm bell is a nuke from a sub sold/stolen by a renegade entity and launched off any of 4 coasts. The energy/money being invested into this is significant.)
Buy out: 80-90 % likely
Buy in: 5-15% likely
New financing: 2-3% likely
BK roll up: <1% likely as NOL is threatened, continuity is kaput, momentum in sector is stymied, current sales tenders die, new product opportunities frozen etc.
Folks, June is still young. I said END of JUNE, just like McGann indicated.
Talk of debt being anchor on a buyout is absurd. Unless of course a pinkie is interested in buying another pinkie...that's not the case here. Debt=NOL=Tax abatements if used correctly. I am guessing it will be.
Debt also = investment in next gen. products, products the entire world wants and products that will be sold by a known entity/sub of a major world wide corp.
Question 1 on everybody's mind...Why isn't ISC PR'ing sales? They will, when its time...but they don't want the cart in front of the horse. Its far easier for the SP to rise into the buyout than have to crater it to drop to the buy out.
Question 2 on everybody's mind...Why isn't there more interest in an ISC buy out? Answer, nobody really said ISC is being bought out. McGann indicated "wind up" potential but he never ever said ISC is being bought.
So other alternatives may be in play, some on a temp. basis, some longer range.
June is still very young, relatively speaking.
Why would they NOT have a booth reserved in November? Not doing so would be incredibly stupid.
Z-
You hit a key point re:GSN--while in itself it's near meaningless, it does calibrate the ETD sector and NO ONE comes close to ISC. And no one has for quite a while.
RE: TSA IDIQ--this speaks everything any buyer needs to hear all around the world.
Further, while TSA will never admit to a vendor setting the specification, I know one vendor who will blow the resolving power specification out of the water. NO other company with an ETD product, developing one or even sketching one up will come close to ISC's hand held "E".
I can easily imagine every security-magnetic portal having an officer with an "E"slung over their shoulder. I am thinking over 200,000 units world wide. Think of the "E" as a defensive weapon much like a can of Mace.
When this product hits, it will change con-ops everywhere. It will force terrorists to re-think any attempt they may be considering and it will change AIT also.
So if by some chance, the BUYER is not able to make the min. EV Point posed by our former CEO, who by the way, likely shared that vision with DMRJ, who has put THAT # as a minimum EV on the buyout and incidentally, does KNOW what the market size is for the "E"-- great, ISC will rock the world with the "E" and DM will finance it. The financing part will be the key focus and question for shareholders going forward under that unlikely scenario.
I give NO BUYOUT less than 10% chance of happening. Why? I will bet that McGann has demo'd the "E" and the INLINE version of the "E" to every EDS player that was considering ISC. These are very bright people who can easily look 5 to 10 years forward and understand the potential right in front of them.
PTP- you related to cast member or part of crew...?
" But the lithium crystals won't hold her captain?!?!?!?!?!"
"Dam it Scotty, Warp Factor 550M ain't all that!!!!"
Aye to that Percy! Always nice hearing from you!
Fully expect more "on background", quotable PRs over the next few days, sorta like garlic to a vamping lawyer.
I would be "bigly" worried if they were NOT doing this.
So strike up the band, open the whiskey, let the dogs out and lets start a slow fade to black...
Ted- the buyers shareholders will immediately look up IMSC to find out about the new acquisition...its helpful to show them around, show them what they just bought, reinforce the reasons, etc.
They certainly didn't post that up for us- we already knew that...so therefore---
More like Rhino'd da fugg out of Pinkston the Non-Profit.
Ki- my guess was end of ISC year simply to give ISC time to ship sometinggggg to TSA...but they may still PR that...which of course would allow everyone to buy shares like they were tickets to heaven...knowhatimsayin?
Dave, the buyer's shareholders are going to instantly seach ISC's PRs, we want solid gold communications of market dominence on the top of the cue. Maybe a picture of McGann meeting with George Washington outside of Trenton NJ at Christmas...and then McGann helping the boys hoist the flag on Iwo Jima!!!!
" You paid $4.50 a share in XYZ shares for a pinkly company...??????"
YEAH I DID, BECAUSE THEY ARE A BIG FAT ACCRETIVE PINKY!!!!!
Dave- NO, its an L3 PR in the womb. Don't worry, I predicted this last week...they need to begin speaking to the buyer's shareholders...meaning they need a few PRs at the top of the cue for THEIR shareholders to look through...very smart. Dr. J. is the master, i tell ya! The man runs circles around every CMO in the biz.
Strategy my good man!
Dave- THAT PR is for their shareholders!! Its SOLID GOLD BABY!
Implant Sciences' QS-B220 is now the most widely deployed non-rad ETD in the world," stated Dr. Darryl Jones, Implant Sciences' Executive Vice President.
Excellent PR if you understand strategy!
"But how can a pinkie lead the world in ETD non rad installations..."- said the Pinkston The Non-Profit.
Well Pinkston, its pretty dam obvious if you hadn't used curling starch on your hair, you might have realized it too...ISC is not really a pinky anymore.
Z- assume the role of a competing world wide EDS maker and then look at what Smith's position in the EDS and ETD sectors are-- they now have a TOMO product, they no longer have to pay ETD royalties to Saygen and they have a product roadmap that will deliver a competing ETD product via their 1StDetect tie up...
How do you beat Smith's? This fundamental question now sits on the desk of every CEO of every EDS company.
Newbies--- if you want a picture of what real leverage is, visit the ISC con.call transcripts for the last 2 years. The products coming out of the ISC skunkworks is where the larger amount of value is in ISC. Larger than world wide market share, larger than world wide sales and larger than the TSA's IDIQ for $162M. Non-contact sample acquisition is the future of ETD and ETD is the future of EDS.
So I say to McGann:
DO NOT GIVE THIS COMPANY AWAY FOR LESS THAN $550MILLION DOLLARS.
Somethings I want to see over the next 10 trading days:
1. PR of a major shipment to TSA and or a major sales win.
2. Filing about DM's position.
3. A move in SP worthy of DM's filing.
#1 is excellent cover for fervent buying by everybody, their mother and neighbors: "Look TSA just took shipment of 400 units, ISC BEEZ 4 REEL."
#3 will seem overdone to the simpletons who will again question the move and the motivation. They will flip a few shares and smugly talk about talking profit, or just a pink thing or no reason for THAT much of a move or no way is it going to move up any more or some such "pinkston the profit of folly" boolah boolah.
Over half of them will miss the filing by DM...but LONGS will not.
Right now both ALOG and LLL are looking very strong...the further they move N, the easier a small stock for stock deal becomes...and of course their shareholders will instantly go looking for ISC news and find it-- hey look XYZ just bought ZZZ units from ISC. Then their CEO will tell them about the accretive addition to the ABC Product family...and this hub-a-bub-dub will be ova and out!
IMGO--what other "articles" did you read besides Morpho's press release? Morpho is replacing OLD Morpho ETDs that had rad. in them with their new DX'ers, which is basically an upgrade as the rad containing machines had to be disposed of. I will guess its a loss-leader to hold share.
Morpho was sold because of their IP and their Tomo product. In terms of ETD, if Morpho's ETD was worth a hoot, Smith's would NOT have signed a development agreement with 1StDetect to develop ETD products. Do you follow this...?
yeah pinkston the pink profit really isn't.
I am a guessing a good time to announce the marriage is right after a shipment to fill in the blank of anyone of many countries around the world.
Note to IMAGOING HUNGRY-- In your "research" over the weekend, were you calling airports using their native language or were YOUSE using just a fine Brooklyn dialectical spiel?
What did YOU come up in terms of S/M vs ISC?
The world looks at what TSA does with their con-ops ( concept of operations). Granted, the world wants to run their own tests of any potential equipment but basically, DO AS TSA DOES is the model for airport security around the world.
For anyone to say ISC has NO leverage in a buy out-- well that's so off base its not even funny. Conceptually, for no leverage to exist, no products would exist and no next gen. products would follow and there would be NO world wide installed base of current ETD products and NO TSA IDIQ.
LEVERAGE:
1. DM hedge fund is backing this company so its not at death's door and to make DM happy, the Share distribution has to be above $1.30 share.
2. TSA is backing this company via its IDIQ and follow on purchases and requested products to be produced by ISC.
3. Some 66% ( low guess) of the installed base of ETD machines around the world...makes for easier up-grade, product evolution sales while blocking out competitors. When you have a fleet of 3000-5000 machines and you want to make replacement offers...well, that's easy-pleasy.
4. Next Gen. ETD is driven by non-contact sample acquisition...ISC has the inside track on all permutations of non-contact ETD. I estimate 900M in next gen., non-contact ETD sales around the world over the next 3-4 years.
I think ISC is worth MORE than Morpho but it would be hard to make that number...unless somebody had say 5.2M shares of stock at $138/share...
DO NOT GIVE THIS COMPANY AWAY FOR LESS THAN $500M!!!!!!!!!
Pat- IP that produces NEEDED-REQUESTED products by the buyer of 42% of all screening products on the planet is ISC's leverage.
Granted, TSA threw ISC a curveball in terms on supporting a random hand held ETD layer and rolled dogs into the mix.
But now TSA is at the breaking point with use of swabs at checkpoint. They are swabbing like mad and its slowing down everything. Why are they doing that? Read the RED TEAM report. Dogs are NOT helping thru-put so how is that problem solved?
TSA wants EDS that work in tandem/concert with ETD machines for passenger baggage, cargo and carryon. TSA received a 5B$ discretionary budget line for Fed.'17 commencing oct.1,16 for screening products and staff.
How will they spend that money?
a. Triple up on swabs at checkpoint? That would work for ISC!
b. automate non-contact ETD behind the AIT screener? ISC has targeted this with their inline product.
c. automate non-contact ETD for baggage and cargo? Inline again!
d. random non-contact interrogations? ISC's non-contact dual mode is the solution.
ISC's leverage is the next gen. products that address points a.-d.
So while you may think 66% market share of World Wide ETD Contact sales is not attractive to a buyer-- I strongly disagree.
But I do agree, we are at the river...
JT- yes, options = money into the company. It would be a huge failure for McGann NOT to deliver those options very BLACK. I'm talking Malcolm X black.
The man who layed out the strategic intent would be the first one to frown/scream/ go crazy if this little ditty of a company did NOT pull $500M after everything that has transpired.
I laugh at the new LONG-SHORTS who are lost in every way of forming any type of EV for ISC.
But consider most reasonable market estimations for screening/security over the next 5 years: 300M ETD- 500M EDS/yr WW. And the EDS player with an leading ETD product will do the lion's share. Everyone else will play "second to fifth" banana.
McGann is a smart man in some respects/disciplines but he has the smartest marketing mind in EDS-ETD in Dr. Jones. NO WAY does Doc Jones let this fumble away...he has at least 3 scenarios that reward shareholders. BE CONFIDENT!
JT- don't you think DM is going to look deep into the deal points and decide who is getting what and to what extent? I do. DM not happy, NO deal. But that does not mean DM is going walk away.
They have come too far and have flipped too many shares into the market to take a DING on any buyout and particularly a backdoor deal.
But the buyer would be a stooge to NOT want the best team in ETD to lead their product development. That is a huge given. As Bolduc used to say: Rock Stars of Trace Detection.
JT- EV's are very rough to perform on this company because we have been BLACKED out for over a year. However, we do know the 4 alternatives being explored and we do know that a large Hedge Fund intends to capture a huge return and that mgt. wants the $1.40 options made good.
I am with Zeynoc on the $1.50 min. /sh distribution. Further, Bolduc saw a $500M EV at 116M fully diluted, far in advance knowing the world wide gov. certs. are the gold standard in secure detection...meaning, if you want one, produce a product and a 30M$ check and if your unit really works to spec, and if you have the money, well, about 100 things can still go wrong and keep you from getting one.
Nobody has more than ISC for all screening categories. NOBODY. Not the big cap multinationals, not the scrounging small caps-- NO BODY!
Revenue evaluation even at $50M/yr does not work, NOL is hard to apply fairly as it depends on the buyer's actions, current business prospects/contracts are tops in the world but its the IP where the gold shines through.
Pink Sheets are so BAD--until you understand EACH stock and the particular reason it became a PINK sheet.
Fact is, this one reversed the fundamental reason it got PINKED. Then it gained a TSA IDIQ for $162,000,000. Typical pink sheet eh!
Every stock has a story, some are depressing, some enlightening and some astounding. This one has ASTOUND potential and being a pink sheet means nothing if it didn't have world wide gov. certifications for its products and certs a coming for follow on products.
But if you eat gruel everyday you live in a Gruel-World.
TRUTH- not the case here--ISC had a stealth diluter that everyone knew about, including the short side nickel splitters...so unless a major catalyst loomed larger, the reason to go long remained hidden in McGann's CLAM-UP strategy ( what kind of strategy is that?). So in a way McGann's failure to tell a story that had greatly improving fundamentals re: sales around the world, creation of new products for new markets and a thru the roof production rate-- all fed into the short nickel splitters dream-- they could short a 2 cent rise and get easy cover after it fell 3 cents. DM was dumping 35,000 to 45,000 shares a day. Easy cover.
There was never a really large short % but there was always a short money changing operation in progress. McGann is a short's dream CEO.
Have faith, a buyer using stock is not going to harm themselves by buying ISC with it. It really is the way to go and I think the way it will be.
Dave- TT is real. And real soon they will be part of some other entity. They have figured it out.
Now, are they better than the King of Clams? I dunno, nobody does. Thats the way he wanted it. Maybe five to six entities know what KofC is holding...so time is a wasting, lets get this thing on the road. TSA has a discretionary 2017- 5B$ budget that starts to spend October 1st. Wouldn't you rather be first at the sugar nipple?
Butch to Sundance: Who are those guys...?
"yes indeed" 77 cents cuz the SP is going in reverse. LOL
The Israelis have already approved it. Its actually bigger in real life. (lol)
77 cents a share+ debt+CIC paid to insiders! Call it done!!!
NOTE: trace tech is the real deal. Their illustration is NOT real. But you get the puffer booth kinda engineering.
Yeah that would be bad. And hedge funds are good. So much for that thought...
KT- I don't think it would be likely but DM could be strongly recommending ISC to clients...and who knows where the deal is at this point. But you are 99.99% likely right...it was a odd thought.
Back to the basics: we are being bought for 77 cents a share?
TED- did you think about DM actually buying shares? They could since the 4.99% restriction was lifted. That might seem crazy for a holder of some 56% of fully diluted ( converted) shares but NOT that crazy if you knew you were making 3 to 4 times your cost. Nobody has really pondered that...
IF we have NOT seen a conversion filing by say June 24th this could really drop...only for us to see one on June 28 or so...all for the benefit of a buyer gaining all the shares they could.
DM controls the vote and all of the outcomes...IF DM is not happy, nothing good happens. And they know every angle possible. So in a turnaround of sorts, TRUST DM!
JT- I use Share Distribution to describe left over $$s after hard loans, CIC payments to mgt. and other costs ( say operating costs for 1- 2 months until it closes, legal costs etc) and then comes Share Distribution amounting to, in this case, $1.40/sh.
We have mgt. negotiating to gain those $1.40 distributions per share and of course DM rooting for them along with the rest of us except TED. ( kidding).
I think Glenn's $500M "line in the sand" is still operating. But now, we have a '17 FED budget for TSA to look at and for our new parent to fathom.
ITS GO TIME! AND ISC HAS THE ETD LEAD. DON'T BLOW IT "DAD"!
Scoot- maybe now we can get down to a brass tacks offer!
The cookie jar is full:
To meet critical, unfunded needs within TSA, the Committee
provides $5,898,382,000 in gross discretionary appropriations
for the Aviation Security account. This is $178,945,000 more
than fiscal year 2016 enacted and will support the following:
--Mitigate wait times by providing 1,344 personnel to staff
checkpoints while ensuring appropriate security.
--Increase expedited passenger throughput, and support
airport security with 50 additional canine teams. These
teams will include Passenger Screening Canines as well
as teams provided by TSA to State and local law
enforcement.
--$27,800,000 to invest in TSA's Next Carry-on Baggage X-Ray
solution, as well as funds to better integrate new
technology through the Innovation Task Force [ITF].
--$7,200,000 to expand the current fleet of Explosive Trace
Detection [ETD] systems.
------- Neffenger blew it with the dog teams vs over use of swabs. Dog teams are random, but checkpoint swabbing of carryons is absurd. A single hand held using continuous ionization can float thru a suit-case in no time flat. Sure a dog could jump up on the conveyor but they would have to ban cameras as we would look like the Arkie version of the TSA.
Prediction: that $5B cookie jar is going to set loose the sector in an R/D free-for-all...but ISC already has it covered, we have the products right now!
The ASK is going to be made, IMO.
Ted- TSA would neva-eva put up with a BK from a prime contractor. In a restructure, they would still flip the contracts to some other entity. Trust me, DM knows all about this.
While you still refuse to accept that DM is aligned with LONGs, you have to. That's the way it is until a price-line per share is drawn in the sand.
A seperation could occur based on SP distribution amount. THAT would be where some shareholders would NOT align with DM. ( dist= left over after cash debt paid, non-converted debt paid, CIC paid, all options taken are issued).
DM could accept $1.15/ share and remaining debt paid in cash. Some shareholders might not agree that is a fair price. BUT it gets tricky for DM as they get near the 50% Plus 1 share level with their converts...if they don't convert enough, they don't slam the vote.
Where DM could un-align with mgt. is the $1.4 level-- they could say YES to a $1.39/sh offer, convert all convertible to shares. This would screw mgt. out of the "$1.40" options.
Of course I want mgt. to gain its "$1.40"options and so does DM. Do you get that? THAT is alignment.
TED- IMO, DM would rather loan ISC more money than take this into BK. In a BK, the NOL gets wiped out. In a security comp. BK, the TSA IDIQ goes to someone else.
For DM to do that, means the company is likely worth less than 60M$. No way is worth that. None. Not going to happen. Especially since we know the B-220 sells for North of $35,000/unit. ( just kidding on the B-220 price pt.)
Shi- U dinint? NO, anything but a b-220 TSA price computation festival...