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Thats if NITE ever stops screwing around and holding the stock down.
They already stated the common would be wiped out, new stock will be issued to the DIP financiers for 100% of the company once bankruptcy is completed.
Thanks Sheff, also got this from Yahoo, someone pulled this from the 8K filing released around the same time as the NEPH news release:
On July 24, 2009, we raised gross proceeds of $1,251,000 through the private placement to eight accredited investors of an aggregate of 1,345,161 shares of our common stock and warrants to purchase an aggregate of 672,581 shares of our common stock, representing 50% of the shares of common stock purchased by each investor. We sold the shares to investors at a price per share equal to $0.93. The warrants have an exercise price of $1.12, are exercisable immediately and will terminate on July 24, 2014.
Each investor agreed that it will not sell, pledge, sell short or otherwise dispose of any of the purchased shares or warrants during the period commencing on the date of purchase and ending on January 31, 2010.
The shares of common stock and the warrants issued to the investors were not registered under the Securities Act of 1933, as amended, in reliance upon the exemption from registration provided by Section 4(2) and Regulation D thereunder. A copy of the form of warrant issued to the investors and a copy of the form of subscription agreement entered into by us and each investor will be filed as exhibits to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.
Update on NEPH:
Nephros, Inc. Completes $1.25 Million Private Placement
http://finance.yahoo.com/news/Nephros-Inc-Completes-125-prnews-2890857624.html?x=0&.v=1
RIVER EDGE, N.J., July 30 /PRNewswire-FirstCall/ -- Nephros, Inc. (OTC Bulletin Board: NEPH - News), a medical device company developing and marketing filtration products for therapeutic applications, infection control, and water purification, today reported that it has completed a private placement of shares of its common stock and warrants to purchase additional common stock for aggregate proceeds of approximately $1.25 million.
"Nephros is pleased to have completed this financing, which was led by existing shareholders and represents what we believe is modest dilution of the company's current shareholder base," said Ernest Elgin, Chief Executive Officer. "These funds strengthen the company's balance sheet and provide working capital as we launch the company's recently FDA approved Dual Stage Ultrafilters and prepare to launch the company's OLpur MD220 Dialyzers and H2H Hemodiafiltration Module when approved in the U.S."
The securities sold in the private placement have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration under such act and applicable state securities laws or an applicable exemption from those registration requirements. Nephros has agreed to file a registration statement covering the resale of the shares issued in the private placement, including the shares issuable upon exercise of the warrants. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
Nice catch on that one, funny how all the 2008 10Q's and the 2007 10K were just finished being audited by the SEC, and here we have the next audited 10K filing that also doesn't match expected numbers, kind of the same scenario where the conversion numbers don't add up to the remaining debt. From the PRE14 filing, it looks like it's going to take at least/minimum 2 more years to retire the remaining $4.7 million in debt, and looks like the company is going to need to borrow more money to stay in business, so that 2 years may get extended out even further.
As of June 30, 2009, we have issued and outstanding an aggregate principal amount of $4,469,600 of convertible debentures; based upon currently applicable conversion price of $0.00016 per share on that day, approximately 27,935,000,000 shares will be required if the Debentures are converted in full; additional, 142,743,836 shares will be required in order to satisfy our obligations under the Warrants at the current exercise price of $0.25 per share.
Total number of shares to be reserved for issuance
42,082,743,836
Total number of shares authorized but unreserved
51,458,415,380
But a $619K income for the FULL year is not really impressive, most of that income came from 3rd and 4th quarter. They still have over $4.7 million in short term debt due in the next 2 years, so with salary and operating expenses and only roughly $1.2 million a year in revenue, the company most likely needs to borrow more cash to keep running, that means more borrowing, probably more CD's and ongoing dilution. The company needs more production or NG prices to heavily increase and stay high to get debt paid off and have some free cash flow to actually start more drilling. Lone Oak #2 is listed in the 10K, but they need $800K to drill it.
I think page F4 should be a giant wake up call, I said this months ago:
Weighted average shares outstanding –
basic 2008 544,647,860 2007 28,860,301
diluted 2008 48,457,238,640 2007 28,860,301
Yes, thats the correct number from the 10K, 48,457,238,640 shares expected to be O/S once the CD is repaid.
It amazes me how these companies can run to the courts, file for bankruptcy, lay off/downsize employees and have their wages and benefits cut, and then turn around and award themselves bonus's for the great job of wiping out their employees and share holders, and the court always allows the money that is supposed to be used to save the company to go into the pockets of those that caus4d the failure in the first place.
I heard that excuse over a month ago, gotta be time soon to come up with another new excuse to keep playing the delay game.
Gotta love it, now we just all need to find this so we can outgun the banks.
http://arstechnica.com/tech-policy/news/2009/07/goldmans-secret-sauce-could-be-loose-online-markets-beware.ars
Goldman's secret sauce could be loose online; markets beware
The secret program that controls the computer-automated trading desk at the nation's top investment bank has escaped onto the Internet, thanks to a rogue company programmer. But that's just the start of the story, and it's getting stranger still.
A Russian programmer named Sergey Aleynikov was picked up this past Friday by the FBI for allegedly stealing and passing along code that, if circulating out in the wild, could expose US markets to manipulation and cost Aleynikov's former employer, Goldman Sachs, millions. Bloomberg quotes assistant US Attorney Facciponti saying that "there is a danger that somebody who knew how to use this program could use it to manipulate markets in unfair ways. The copy in Germany is still out there, and we at this time do not know who else has access to it."
So how could a 32MB compressed source code archive pose a threat to markets and to America's most powerful investment bank? The story is actually less complex than it may sound.
Recovering the black box
In a nutshell, the "black box" trading platforms of Goldman and other banks use a combination of proprietary, secret algorithms and the fastest hardware available to take in a torrent of news and other market data and generate a stream of trades that are timed to the millisecond. So, instead of operating on the old stock market adage, "buy on the rumor, sell on the news," a high-frequency trading platform like Goldman's will buy a few milliseconds after the news hits, then sell moments later at a very small premium to other traders and platforms who didn't get the news in (or their trades out) quite as fast. Do this billions of times a day, and voila, you're printing money.
Obviously, to make a scheme like this work, you need a few things, one of which is hardware that's at least a few milliseconds faster than everyone else's (see my previous post on the high-frequency trading "arms race"). The second main ingredient is software that, given a set of data inputs, can figure out which trades everyone else is likely to make in response to those same inputs, so that the platform can get there first and be holding those assets when everyone else suddenly decides they want them.
If you have your hands on the code that runs on Goldman's trading platform—again, one of the largest in the world—then you know with 100 percent accuracy which trades Goldman's computers are going to make in response to a given set of inputs. All you need then is even faster hardware so that you can get to those trades just a few milliseconds before Goldman, and you'll always beat the bank and therefore be able to sell to Goldman at a slight premium. Goldman will therefore make less on every trade, since you'll essentially be usurping their place in the pecking order.
CPD (3.09) still being played with by the MM's after last weeks FDA and followed Bear Raid. MM's have been pulling this back continually to the 3.09 area and dragging it sideways. My L1 has been showing 3.09/3.09 for the last hour and 15 minutes, L2 shows 3.09/3.15.
I don't have any profits yet, I got in at $1.48 and then it got bear raided the next trading day. If I would have held off 1 day on my buy, then I could have considered taking some profits off the table. It's a down day today anyways, so I can hold thru the weekend and hope for an up day on Monday and some more bounce.
Ok, that makes sense for why it would take longer for the H2H approval, but long term it would still help the stock price. Wouldn't it also be prudent to wait until next week to sell since most traders are already gone on vacation for the 4th of July weekend, and we can expect a better bounce on Monday possibly?
Why would you consider this dead money, the other approval is probably 3 or 4 weeks away if going by the dates of the filings. And there are 2 more from what I can tell that should be decided around the same time.
1: Dual Stage Ultrafilter(DSU): 510(k) filed to market to dialysis clinics on 10/7/2008. NEPH responded to FDA request for more info on 2/24/2009. The 90 day waiting period for this ended on 5/25/2009.
2: OLpur MDHDF filters: 510(k) submitted on 11/2008. NEPH responded to FDA request for more info on 3/13/2009. The 90 day waiting period for this ended on 6/11/2009.
3: OLpur H2H add on module: 510(k) submitted on 11/2008. NEPH responded to FDA request for more info on 3/13/2009. The 90 day waiting period for this ended on 6/11/2009.
Why would you be buying more shares under the current lack of news? I can see holding what you have since you not going to get anything for them, but adding more at this time is crazy. Until or if/when the 10K/10Q's start flowing regularly again and the companies silence stops, your only riding pure speculation that maybe the MM's will run the stock for the hell of running it. I wouldn't buy until there is some clarity or forward guidance to how the debt is going to be settled, how much more dilution, stock buy backs or R/S, earnings increased, more production, or something very positive that is verifiable. There are just way too many unanswered questions right now.
You have got to be kicking yourself on NEPH, you bailed 1 day early. I do however find it odd that an OTC stock is trading in pre-market, I thought that didn't happen?
Without the 10K and 10Q's and the complete silence of the company, you can't even try to figure out a proper valuation of the company and the PPS. You don't know what it's quarterly earnings are quarter over quarter, no updates on remaining debt (which will be paid for in conversions, but at what rate of dilution), no news on the acquisitions. 99% of the companies revenues are tied to Natural Gas which continues to flounder around the $3.50 range.
Right now no one knows what the balance is between revenues/earnings/assets and liabilities, what future growth prospects are on the radar. All that is known is the company has revenues from 4 wells, and that there are at least 6.45 billion shares in the O/S. You can't make a proper valuation on that small amount of information.
According to a posting on Yahoo, NEPH has 3 approvals that are pending:
1: Dual Stage Ultrafilter(DSU): 510(k) filed to market to dialysis clinics on 10/7/2008. NEPH responded to FDA request for more info on 2/24/2009. The 90 day waiting period for this ended on 5/25/2009.
2: OLpur MDHDF filters: 510(k) submitted on 11/2008. NEPH responded to FDA request for more info on 3/13/2009. The 90 day waiting period for this ended on 6/11/2009.
3: OLpur H2H add on module: 510(k) submitted on 11/2008. NEPH responded to FDA request for more info on 3/13/2009. The 90 day waiting period for this ended on 6/11/2009.
It quite clearly states TSX:UEG, which is the canadian company.
SEC may finally take illegal naked short selling seriously due to a recently made movie, I hope the Hedge funds finally get what they deserve.
http://satwaves.com/blog/2009/06/26/sec-investigating-illegal-naked-short-selling/
Stock Shock the movie is breaking new ground. The movie that promises to shed light on illegal naked short selling has actually caught the eye of the United States Securities & Exchange Commission. Stock Shock is a documentary that educates viewers about illegal trading practices, through the stories of Sirius XM (SIRI) investors who believe they were the victims of naked short selling, and the victims of hedge funds who were possibly trading on the inside information that the company would be driven to bankruptcy this past February by certain bondholders. Unfortunately for those that participated, their plan failed and now the SEC is involved.
FDA in action for a 2nd day:
http://atlanta.bizjournals.com/atlanta/stories/2009/06/22/daily90.html?ana=yfcpc
FDA threatens to revoke Immucor's reagents license
Federal regulators have threatening to revoke Immucor Inc.’s (NASDAQ: BLUD) biologics license after discovering “deficiencies” in the company’s manufacturing, the company said Friday.
http://www.reuters.com/article/marketsNews/idINBNG50529620090626?rpc=44
UPDATE 1-Immucor gets FDA notice to revoke reagent license
* Has 10 days to respond to FDA's action
* FDA's notice based on Jan 2009 inspection
* Shares down as much as 30 pct
June 26 (Reuters) - Blood-testing products maker Immucor Inc (BLUD.O) said U.S. health regulators issued a notice of intent to revoke the biologics license for some of the company's blood reagents based on a January 2009 inspection, sending its shares down as much as 30 percent to their four-year low.
MM's pulled another bear raid on CPD, driving the stock from $3.49 to $2.90 with about 20K shares, PPS coming right back up again. It's like watching the NEPH raid all over again.
CPD still rising after yesterdays 10 minute panic sell, up 45% to $3.47 right now, grabbed a few earlier today.
CPD - I also found this month old news story that shows that CPD has 29 FDA ANDA's (Abbreviated New Drug Applications) pending for approval.
http://seekingalpha.com/article/140378-caraco-pharma-poised-for-a-turnaround?source=yahoo
CPD bouncing back nice from yesterdays sell off, already back up to $3.10, or 30% for the day. Would have been a nice grab at around $2.00 end of day yesterday.
Ok, found a news story at the FDA site for the CPD seizure today:
http://www.fda.gov/NewsEvents/Newsroom/PressAnnouncements/ucm169093.htm
U.S. Marshals Seize Drug Products Manufactured by Caraco Pharmaceutical Laboratories Ltd.
FDA acts to prevent repeated drug quality problems
U.S. Marshals, at the request of the Food and Drug Administration, today seized drug products manufactured by Caraco Pharmaceutical Laboratories Ltd. (Caraco), at the company’s Michigan facilities in Detroit, Farmington Hills, and Wixom. The seizure also includes ingredients held at these same facilities. “The FDA is committed to taking enforcement action against firms that do not manufacture drugs in accordance with our good manufacturing practice requirements,” said Janet Woodcock, M.D., director of the FDA’s Center for Drug Evaluation and Research. “Compliance with these standards prevents harm to the public.”
(CPD) Caraco Pharmaceutical Labortories, Ltd - Just seized by the FDA, reported on CNBC a few minutes ago, stock just cratered from around $4.50 to about $1.50 according to the chart. May be something to keep an eye on in case they get cleared of whatever the charges are, I missed the beginning of the news announcement and haven't seen anything posted yet.
Unfortunately it has to come from the company either via the 10K, 10Q or the horses mouth, Raley or Watford, they are the only 2 people that know whats going on. As long as they stay silent, then your not going to know anything. I know you didn't want that answer, but its the only one thats real, everything else is pure speculation or rumor.
Good thing I'm hiding in my basement, this is also my neck of the woods, and looks like my zip codes on the list. 14217
You don't understand the mechanics of the pink sheet market, the MM's can and do what they want on a daily basis on thousands of stocks. If you look hard enough you can find shares of Enron still trading on the pink sheet markets. Insider trading is only applicable if someone has inside information, it has nothing to do with creating false PPS runs or moving large amounts of stock to make it look like there is real volume, the MM's just trade back and forth amongst themselves, the laws barely are applied to the pink sheet market.
I have no idea what the hell the MM's are doing, the trading right now is 10 to 1 Sells to Buys, 86 million sells, 8.1 million buys. What or where the volume or why is an unknown. All you can do is speculate on usual market practices and right no the pink sheet rules apply, unless someone knows something know one else knows, whatever it is isn't public.
Looking at the 3 minute 3 chart for this stock shows the same thing. MM's playing games. They drove this down just as fast as they ran it up, and on nothing.
I wouldn't say it's a good day trade, there is just no other reason I can think of that volume would go from 8-12 million a day to 300 million. There has been no news, no updates from the company,and they are still delinquent on their filings, so nothing has become any clearer. Trading this right now is just a guessing game, you have absolutely nothing to go by to judge a price or volume movement by. How much is absolutely nothing worth, is it .0001 or .0010, or .0027, I mean really, what are you going to base a price range/market cap on? We have no production information or revenue figures or any idea of remaining debt or how many more shares will be converted, any future production/drilling, start times, expected production dates. All we have is the known, 6.5 billion A/S, 6.45 billion O/S, 4 producing wells that bring some revenue in, but not how much. This is all my opinion and should be taken as that.
Real easy, when I was keeping count, the MM's were responsible for holding close to 3 billion shares either for themselves or some unknown party. The A/S increase proxy vote is probably done, now they need to unload what their sitting on, they don;t want to be the bag holders, so it's a pink sheet dump and run to get shares moving into more unsuspecting bag holders. They see "Hey, volume, it's going up, gotta buy some!" then the MM's unload and let it die again.
Its pink sheet now, it doesn't need a reason to move up or down or have heavy volume. The MM's will just do whatever the hell they please, it's all a game now.
eddy, Level II is REAL TIME, it shows you all the BUY and SELL orders in REAL TIME, it is not junk as you keep calling it. I've been out of this stock for at least 2 months, there is nothing to day trade here at all unless your an MM.
Thats the biggest problem, no one can get a areal answer of what the game plan is here going forward, just more of the same old same that CD holders are converting, and then silence. No idea what debt remains, no idea how many more shares, no plan on what happens after debt is finally repaid if its even possible. Now its pink sheets, no filings, no information. Just for no reason massive trading comes out of nowhere with no news and then dries up again.
I wish you the best of luck, I just don't have the stomach or the cash for a risk like that. I pulled out 1 1/2 weeks ago with a small profit and have kept watching to see if its going to turn around, but after HAYZ bit me with their after hour bankruptcy and I luckily made it out with the skin on my back, I couldn't do it again.
Ok, I see the trades now hitting the trades page.