Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Got it; So then the two purchasers from Friday’s filing commit to mop up duty on the remaining shares?
Sam,
I've been in since Oct 2017 with an eye on the long game through 2018 and likely into 2019. Using your numbers (and I am with you on the valuation), that comes out to $10-$16.50/PPS.
I've got time.
GLTY.
Which section? I feel like I’m missing something (which is quite possible) lol
Current shareholders can’t participate.
What's good for the company is good for the shareholders. LOL.
PPS closed yesterday at $2.60? Are we talking about the same stock? DCTH, right?
Leo,
Once SEC declares effective, DCTH delivers shares to purchasers. From Friday's filing DCTH's BOD hopes to do this 1 July 2018.
If I am not mistaken, there are currently two Purchasers. There are then two rounds of buying-the Rights Offering, and in August the Backstop Offering, where Purchasers must buy the lesser of $1M or 20% of the total dollar trading volume of DCTH common stock 5 business days preceding purchase date. They must do this every 15 days through the expiration of the agreements.
If it's just the two, who are the whales? I believe one has been identified, the other name was not included. And what did they see in the NDA's that made them commit a princely sum of money to a little biotech?
LoL. That's the best you got?
What's the going valuation multiple for biotech companies? Work through Friday's 8K and then get back to me.
Actually, they do.
Between DCTH and Purchasers, there is agreement to buy $30M-$50M worth of DCTH stock at $1.75/share. Two conditions precedent were required:
1. DCTH must complete a registration statement; and
2. the SEC must declare the registration effective.
This morning they pulled their former S-1 and submitted the second S-1, satisfying condition 1. Expect SEC to declare the second registration effective.
Purchasers buy between $30-$50M shares of DCTH, providing financial air cover through FDA approval. Last Friday's 8K has all the details.
Oh, and don't worry about the silly band-aid funding applied last week. All that goes away with this long-term deal.
Happy to see the smoke clear. Onward DCTH.
I can live with a total OS of 29.5 million shares in exchange for $50,000,000 in funding that will take DCTH through to the promise land.
Shares Outstanding After the Rights Offering
Assuming 28,571,429 shares of our common stock are issued in the rights offering through the exercise of subscription rights, we anticipate that 29,503,598 shares of our common stock will be outstanding following the completion of the rights offering.
Jenny is a lion.
https://ih.advfn.com/p.php?pid=nmona&article=77644095
We are conducting the offering to raise capital that we intend to use to provide working capital to expand growth in India and for general corporate purposes.
Now I understand the Subsidiary Guarantee in Friday's 8K.
Is it just me, or did Delcath just go from Glass Joe to Mike Tyson in the span of 24 hours?
I feel like a kid on Christmas morning!
MOM! DAD! WAKE UP!!!
HULK LIKE GREEN!!!
WOW!!! GAME ON!!! OLD S-1 GONE, NEW ONE WITH THE SEC!
Sam,
Remember the two conditions precedent I spoke about yesterday?
BOOM!!!
It’s going to be a good day!
New filing out! Clearing out the former registration.
Hmmmm, I wonder what they are making room for...what oh what could be coming next?
Given July 1 is right around the corner, the BOD wants the new shares in the Purchasers hands as soon as possible.
GIDDY. UP.
The back half of the offering will make some folks cry. $30,000,000-$50,000,000...wow that’s sooooooo many zeros.
Spooky.
Damn. That nickname is the one. How did I miss it sitting in plain sight, lol!
Well done.
And I hope whatever requires the meds is only temporary.
Let’s see what tomorrow brings. Good eve to all.
It cannot be proven and doesn't have to be proven. Asking to prove naked shorting is a cop-out response.
Fallacy. Noun. A failure in reasoning that renders an argument invalid.
The Lamb of God, or Lion of Judah, (Jesus Christ) opens the first four of the seven seals, which summons forth five beings that ride out on white, red, black, pale and pink horses. Although some interpretations differ, in most accounts, the five riders are seen as symbolizing Conquest, War, Famine, Death, and hearsay, respectively.
cue: crickets.
Bond,
11 days ago we were reading about DCTH’s imminent bankruptcy on iHub.
Today, we’re reading about the perils of dilution associated with a large capital raise.
He who laughs last, laughs longest.
LOL. I’m laughing so hard I’m crying.
Can’t wait to see his state of mind once funding is formalized.
Sam can speak for himself.
Distilling pertinent company information from SEC filings is not pumping, at least that’s what I think you are trying to articulate.
Thanks, Sam.
Be on the lookout for a registration statement very soon, IMO.
Based on Friday’s 8K, the BOD wants those shares out the door to the purchasers by 1 July 2018.
Trying to temper my expectations, but if this goes according to plan and the registration goes forward, it’s probably safe to assume the purchasers, after signing the appropriate non-disclosures, saw something worth paying $30,000,000-$50,000,000 for, IMO.
Sam,
Yes and no. Between DCTH and Purchasers, there is agreement ("as a condition of closing") in the 8K just filed. However, there are two conditions precedent in play:
1. DCTH must complete a registration statement; and
2. the SEC must declare the registration effective.
Nothing out of the ordinary with either. If DCTH doesn't issue a PR (about anything) the next week or two, look for this to be the next filing with the SEC given DCTH's BOD plan to distribute DCTH common stock on or about 1 July 2018. That's 14 trading days away:
The Company proposes to raise up to $50 million by distributing, at no charge, to holders of the Company’s common stock, par value $0.01 per share (the “ Common Stock ”), on the record date set by the Board of Directors of the Company (the “ Board ”) on or about July 1, 2018, non-transferable rights (the “ Rights ”) to subscribe for and purchase shares of the Company’s Common Stock (@1.75/share).
This might explain why today's market reaction is sideways. When the filing is submitted to the SEC, the reaction won't be as muted. When the SEC declares it effective, watch out.
Of course, this is all just my opinion only.
Here is the 8K language:
Backstop
As a condition of closing, each Holder shall be required to enter into the backstop commitment and will be obligated to fund their pro rata portion of the backstop commitment, which provides up to a $50,000,000 backstop for a rights offering possibly contemplated by the Company. However, this Current Report on Form 8-K is not an offer to purchase or sell rights, and the Company will not make such an offer unless and until there is an effective registration statement covering such a transaction and there are no assurances as to when the Commission will declare such a registration statement effective. The purchasers will have the opportunity to purchase, at the purchase price of the rights offering and subject to the terms and conditions set forth in this agreement, shares of Common Stock that are not issued in the rights offering pursuant to the stockholders’ exercise of their basic subscription rights and over-subscription rights. Within two (2) business days following the satisfaction of the closing conditions as set forth in the agreement, and each successive fifteen (15) Business Day period commencing with the commencement date during the term of this agreement, the purchaser shall purchase from the Company in the backstop offering up to the number of purchase shares (as defined below) equal to the lesser of (i) One Million Dollars ($1,000,000) worth of purchase shares or (ii) 20% of the dollar trading volume of the Common Stock on the Principal Market on the five (5) Business Days immediately preceding the purchase date (each such purchase, a “purchase” and such shares, “purchase shares”) at the purchase price on the purchase date. The purchase amount may be increased on a case-by-case basis as reasonably requested by the Company. With respect to each such purchase, the Company must deliver the purchase shares on the business day following the purchase date. This back stop agreement shall continue until a maturity date to be set by the Company’s board of directors and/or upon other events including if the rights offering is not consummated by December 31, 2018 or upon a breach of the agreement.
HULK BACK.
In a vacuum, perhaps. What counters that is investor sentiment that they be addressed financing one and for all, any trial news updates, an FDA surprise or two, etc.
Sam-you are right. Also don’t forget, let’s say it’s only $10M by the end of August, then it goes to Backstop Offering where they are obligated to purchase at least another $20M, buying twice a month, each time the lesser of $1 million dollars or 20% of the total dollar volume for the 5 trading days prior to purchasing shares.
Except that the contract explicitly states $1.75/share.
Bond, I like your style.
Well JMD, apparently we both have doppelgängers, lol. Disappointing though, as I always wanted people to tell me they saw my doppelgänger and that he looked like Fabio or Derrick Zoolander.
Thanks, DE. I don't believe the fail thresholds are particularly onerous so that helps.
With respect to the OS:
1. $30M investment creates 17,142,857 shares (@ $1.75).
2. $50M investment creates 28,571,429 shares (@ $1.75).
3. The D-1 warrants are out the door and a sunk cost (1,116,256 shares), exercise immediately, but exercise price is $4.00. I wouldn't expect to see immediate dilution from these if/until stock gets in the $4 range.
4. Ten million (10,000,000) of the 12,953,695 D-2 Warrants can be sold beginning 5 December 2018, but DCTH can buy those back. Given the nature of the Rights Offering and the subsequent Backstop Offering, I would expect DCTH to buy these back prior to execution per contract language. Again, my estimates only.
I don't have a firm grasp yet on warrants generally (other than those listed in the two purchase agreements), but total OS after Rights and Backstop Offering completed won't exceed 45M (again, not strong on additional warrants, if any are out there). In return, DCTH receives a minimum of $30,000,000 in funding with a max at $50,000,000.
This gets them across the finish line.
Not one in the same, unfortunately.
I can’t speak to the volume. I am posting my opinion only.
Take every poster here with a grain of salt, right?
Have a nice day.
Not saying that at all. Please read my posts from yesterday taking best efforts at wrapping my head around the Rights Offering and Backstop Offering.
Please also know that effective immediately, I will never respond to one of your posts again.
EOM.
I think people may still not understand just how substantial the 8K is. The front end component doesn’t paint the picture and most people haven’t taken the deeper dive to see what’s going on.
At the same time, I think DCTH is being stupid by not issuing a PR. But alas, I can’t help DCTH when it comes to the stupidity of their IR team. That starts at the top—Jenny doesn’t seem to understand the strategic value.
They are getting between $30-$50M with this deal. This will carry them through FDA approval, IMO.
Your experience means nothing in this case, sorry. Gobs of clinical data, CHEMSAT 2.0 telling the story in Europe.
We known Jenny is actively in touch with FDA this year given the negotiated release of certain restrictions regarding the FOCUS trial. More recently DCTH received a second safety analysis green light.
Tick Tock!
Is anyone stoked that DCTH has secured long time financing? LoL, I feel like I am taking crazy pills here.