With a little Effort... tomorrow can always be brighter
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.
DCTH should be careful, they have colored outside the lines for too long. They think they are smart but litigators are waiting to pounce.
https://www.delawarelitigation.com/2013/05/articles/chancery-court-updates/delaware-fiduciary-duty-of-disclosure-explained-by-chancery/
Second Scenario
The second scenario involves a request for stockholder action when directors submit to the stockholders a transaction that requires stockholder approval, such as a merger or charter amendment. In such a transaction that is not otherwise interested, the directors have a duty to “exercise reasonable care to disclose all facts that are material to the stockholders’ consideration of a transaction or a matter, and that they can reasonably obtain from their position as directors.” See Stroud, 606 A.2d at 84. Failure to disclose material information in this context “may warrant an injunction against, or rescission of, the transaction, but will not provide a basis for damages from defendant directors absent proof of: (i) a culpable state of mind or non-exculpated gross negligence, (ii) reliance by the stockholders on the information that was not disclosed, and (iii) damages proximately caused by that failure. See Loudon v. Archer-Daniels-Midland Co., 700 A.2d 135, 146-47 (Del. 1997).
Once I see meaningful-sized Insider Buys... that will be the game changer until then:Need to stay out.
Throwback: https://backend.otcmarkets.com/otcapi/company/sec-filings/11921093/content/html
I think the tune you're looking for is:
Actually it wasn't Capitulation then.
I don't feel the need to educate you on this. If you can't see the difference between then and now.. that's okay.
Maybe you didn't fully read what I wrote previously. Feel free to go back and do so. My answer addressed your concern.
Should you not accept it, that's okay with me.
I invest with my money.
Short, Sell or whatever you want to do.
Ha! I doubt it but thanks for the laugh.
I don't know what you're saying but that's not what I said.
What has already happened was the burn-to-the-ground wildfire. Now it's time for little green shoots.
We are very near the bottom.
It may get taken a little lower by those who have lost on the Long side and are late on the Short side BUT this will add to the momentum on the Long side shortly as they cover.
DTCH stays as DTCH. The TUTE who bought gets the ride with warrants for small money and can justify the spend to it's Board, Shareholders, etc. (It's simple risk mitigation). Whoever bought the Offering made a small bet on a very amazing opportunity. DCTH still keeps the ability to equity finance on their own (I doubt they will as DEBT would be smarter at this point and they have their Patent Portfolio clear now. They should be able to get as much as last time if not more this go around with more certainty now than then.
Months ago I thought it would be a buyout for just the tax benefit.
When that didn't happen I found it MORE Bullish. They believe this co will need the tax benefit directly.
Once they started flooding the Market with cheap shares, the Story started writing itself. When they completed their offering in record time, it became an incredibly bullish story.
This is a win-win for Jenny, her team, & the Investment Partner.
Watch for changes in how they get comped.
Watch as NEWS drops over the next 6-10 months.
Watch for Insider Buys. I will add next when I see that (if they are meaningful in size).
The stock price will begin it's journey WAY North.
So, all kidding aside...
You think paying off their debts and getting back their Patents was for what purpose?
You think that Jenny is in control of the financing? No. They are being professionally managed now. Watch.
You think the rapid pace of filings was not to Shock & Awe Retail who didn't let the R/S happen last year? This is the work of a Professional Investment Firm.
You think it was just Retail throwing in all the money that has been soaking up shares these past few months?
There are many gamblers in OTCBB but not as many willing to bet on a company that burned their Retail as badly as DCTH to cover all the buys in 2018.
Sell or go Short if that's what you think is the right move. BUT
It's obvious to me what's happening here. Delcath survives. Jenny and Team get paid. They sleep at night because Retail abandoned DCTH last year allowing them to do this.
Retail don't own DCTH. With the recent filings, control is maintained by their Investor Partner.
Capitulation is happening now. Retail has lost all hope.
Time for the Co to change the Tune and ride UPWARDS.
Mark this Post.
Revisit in 6 months.
Time will tell who called it.
The Short Trap is set.
All Jenny needs to do is show she and the Executive will be taking 50% or more of their Pay in Stock (cutting salaries in half; dramatically cutting Burn rate).
This will be VERY Bullish. It will only be for approx a year when Clinical3 wraps. They will make out very well as the Stock climbs (as will the Longs).
DCTH has already taken the wind out of the share price (with latest: https://backend.otcmarkets.com/otcapi/company/sec-filings/12553248/content/html allowing for MAX upswing.
Next financing will be done on positive NEWS above .30/share (prior to any R/S and I doubt that will happen) which protects all the recent Tutes.
Follow the Money. It tells the Truth.
What was done was needed to get to this point. It was done quickly so to keep on track with FDA Approval. Run Stock Run.
Jenny and crew want to get paid much more than their salaries and this is how it will get done.
This is what IR sent me:
Comstock Mining Announces 2017 Year End Results and
Business Update Conference Call
Virginia City, NV (February 13, 2018) Comstock Mining Inc. (the “Company”) (NYSE American: LODE) will host a conference call
on Tuesday, February 20, 2018 at 8:00 a.m. Pacific Time/11:00 a.m. Eastern Time to report 2017 year end results and provide a
business update. The live call will include a moderated Q&A, after the prepared remarks. The dial-in telephone numbers for the
live audio are as follows:
As they have an option with Comstock (LODE):
Comstock Mining Announces 2017 Year End Results and
Business Update Conference Call
Virginia City, NV (February 13, 2018) Comstock Mining Inc. (the “Company”) (NYSE American: LODE) will host a conference call
on Tuesday, February 20, 2018 at 8:00 a.m. Pacific Time/11:00 a.m. Eastern Time to report 2017 year end results and provide a
business update. The live call will include a moderated Q&A, after the prepared remarks. The dial-in telephone numbers for the
live audio are as follows:
ITEM 8.01 Other Events
On February 9, 2018, Delcath Systems, Inc. (the “Company”) closed a registered offering of 212,000,000 shares of common stock, 38,000,000 pre-funded warrants to purchase 38,000,000 shares of common stock and warrants to purchase an aggregate of 500,000,000 shares of common stock for total gross proceeds of approximately $5.0 million. The offering was priced at $0.02 per unit with each unit comprised of one share of common stock (or one pre-funded warrant) and one common stock purchase warrant to purchase two shares, provided that, with respect to the units with pre-funded warrants $0.019 per unit shall be paid at closing and $0.001 shall be paid upon exercise of each of the pre-funded warrants. The warrants carry a five-year term from the date of initial exercisability (which is later of one year from the date of issuance and date of amendment to articles of incorporation to increase number of authorized shares of common stock) with an exercise price of $0.02 per share.
Roth Capital Partners, LLC acted as exclusive placement agent for the offering.
The securities were offered pursuant to a registration statement on Form S-1 (File No. 333-220898) previously filed with the Securities and Exchange Commission (the “SEC”) and declared effective on February 7, 2018. The securities may be offered only by means of a prospectus. The final prospectus related to the offering has been filed with the SEC and may be obtained at the SEC’s website located at http://www.sec.gov.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy, nor may there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
After consummation of this offering, the Company has 434,981,824 shares of its common stock issued and outstanding.
Will do.
Nothing yet.
This was all old news.
We Oldtimers accepted the warrants as future shares when they were issued. They were not going to expire. They said the warrants were larger than the maximum authorized share count back then... NOT new NEWS.
Drop the price. It changes nothing as to what WDDDs will get from the settlement. It will be divided over less shares... so a good time to add.
I for one will be doubling my position should the price fall as suggested. That's how equity investing works. Especially in OTC.
NEVER BUY ALL-IN AT ONCE. Like Poker, you may win large going All-In but it's better to add and subtract over time.
Stark12,
The smaller float will help build momentum.
The warrants were sold long time ago and we Oldtimers knew it was coming.. a total non-issue.
The stake in MRMD... I would like an update on WDDD's ownership there now. That stock has come up and I made some nice bank on that as well.
Thom will move this to a more senior market. He has always talked about that. This, I believe, is just the logical step towards that.
Money in the bank, a diversified growing asset (MRMD), wind at our back, this is the beginning of the exciting period.
Seems too quiet here.. I just emailed IR for Updates on all the promises we were told last Summer-Fall.
My guess is they are building a Bitcoin/crypto mining farm but as long as they build out and stimulate further infrastructure, services, & housing in the area for the jobs that it brings... it only increases the value of LODE's real estate holdings.
Ace321,
great link.
I've always liked NEVADA for mining.
So much attention around NAK as of late but Alaska has many hurdles that simply don't exist in NV.
From Gold to Rare Earth Minerals, Nevada has the LODE!
Thanks.
Hopefully it encourages more.
Anyone investing here has to believe they have found a mispriced/underpriced stock. If not, I would like to hear what brought them here and what is keeping them here.
This co went through a very tough year in 2017 as did many and it has shown it is not going away.
Maybe ATNX is buying in, maybe it isn't but at minimum the addition of Pedder (below) was a watershed moment. Since his coming on board, the company has transformed and is once again set up for success.
NEW YORK, Nov. 20, 2017 (GLOBE NEWSWIRE) -- Delcath Systems, Inc. (OTCQB:DCTHD), an interventional oncology company focused on the treatment of primary and metastatic liver cancers, announces that Simon Pedder, Ph.D., a scientist and pharmaceutical executive with a greater than 30-year career in drug development, has joined the Delcath Board of Directors effective November 14, 2017.
Anyone bashing this company at this point is using emotions of a bygone period that simply doesn't exist anymore. Anyone calling out Simpson is neglecting that she did her fiduciary responsibility well. She did what she had to do to ensure the company found the money to stay alive (as unpleasant as it was).
Straight FACTS: There are more positives than negatives currently and if stocks traded on the past... well they don't. They trade on what is expected.
All those upset at the payscale here most likely have never had to hire and keep top talent. I have. With the risk in volatility of the shareprice, I am certain they did what they did to retain the team. Typically options are used but at this time I am sure that wasn't enough.
Congrats to Jenny for 1) keeping the co alive, 2) on track to FDA approval, 3) keeping the team together 4) attracting Pedder to the Board 5) Getting their Patents back, 6) Getting the turnaround together as quickly as it has been happening.
I like what I see and Bashers will Bash. It's usually done to get cheaper shares which is BULLISH. A QUIET Message Board is more disconcerting.
You're 100% correct.
It means little but it does make board members who have been here watching ATVI Stock soar over the years feel good that the more ATVI makes from using WDDD patents only adds to any potential settlement.
There has been much game playing here to shake out weak hands over the years so congrats to all of you that have weathered the storm and are now firmly in the long term capital gains tax bracket. 2018 should be good to us.
GLTA
UPDATE:
I used to be in the Buy Out camp but that no longer has the teeth it had in Dec 2017.
I do believe ATNX is buying the private placement for $7,5MM in warrants as this will give them the control they want over DCTH I just don't see the advantage to a full takeout for them.
Their own stock is taking a hit from their recent offering from which I think they will get the $$ to buy the warrants but as DCTH rises on it's own merits, it too should underpin ATNX stock. Buying the whole cake adds more risk than reward.
Good news: the retail investor should now be able to ride DCTH up on it's own merits rather than as part of a 'fund' if it was fully acquired and paid for in ATNX Stock.
Bad news: it won't be as quick but the reward should be greater.
Also, I don't expect ATNX to sell any shares so the float won't be as much of as a concern as it has been.
Not sure what part of the Market you focused on but this is OTCQB.
DCTH had a funding problem. They have a white knight in ATNX. They have a perfect set up to drive the volume up here on spec towards FDA approval.
IMO This should happen over the next 6-8 months.
This gets ATNX a winning Cancer therapy to add to their Stable
It removes future financing concerns for DCTH, shareholder concerns, and any need to get back on to a more senior exchange.
I also feel the newly authorized shares won't be exercised unless needed to win approval for the sale. This was the time to get that approved along with the 250MM offering.
Get ready for the run up.
Institutional yes... Corporate no.
Investing by a company that makes it's $$$ from Investments won't (usually) but a large Pharma... they will.
This is on track for a buyout.
How it will happen.
A Company (from Buffalo most likely) will buy the offering 70-80% in warrants with remaining being bought by friends of ROTH.
The stock will run to .5 -.6 on very bullish news as sold by Roth and the like. Warrants will be exercised and shares sold into the market FULLY. What cost .03$ now has +.5 gain.
Stock will drift down ( my guess is around .2-.25$)and when the price is right... Buffalo co will use the money made off the sale of the warrants to fully pay for the buyout and depending on how greedy they are... may use balance to keep paying for trials.
This is a trade.... I see the exit in the mid .50s.
GLTA
DELCATH SYSTEMS, INC.
FORM 8-K
(Current report filing)
Filed 01/26/18 for the Period Ending 01/25/18
Address
1633 BROADWAY
SUITE 22C
NEW YORK, NY, 10019
Telephone
(212) 489-2100
CIK
0000872912
Symbol
DCTH
SIC Code
3841 - Surgical and Medical Instruments and Apparatus
Industry
Medical Equipment, Supplies & Distribution
Sector
Healthcare
Fiscal Year
12/31
http://www.edgar-online.com
© Copyright 2018, EDGAR Online, a division of Donnelley Financial Solutions. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, a division of Donnelley Financial Solutions, Terms of Use.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 25, 2018
DELCATH SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-16133
06-1245881
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1633 Broadway, Suite 22C, New York, New York
10019
(Address of principal executive offices)
(Zip code)
(212) 489-2100
(Registrant’s telephone number, including area code)
None
(Former name or
former address, if changed since last report.)
Check the appropriate box below
if
the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions (
see
General Instruction A.2
below):
?
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
?
Soliciting material pursuant
to Rule 14a-12 under the
Exchange Act
(17 CFR 240.14a-12)
?
Pre-commencement communications pursuant
to Rule 14d-2(b) under the
Exchange Act
(17 CFR 240.14d-2(b))
?
Pre-commencement communications pursuant
to Rule 13e-4(c) under the
Exchange Act
(17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the
Securities Exchange Act
of 1934 (§240.12b-2 of this
chapter).
?
Emerging growth company
?
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to
section 13(a) of the Exchange Act.
Item 8.01
Other Information
On December 28, 2017, we entered into exchange agreements
(collectively, “Exchange Agreements”), each by and between us and an investor from our June
2016 private placement of senior secured convertible notes (as further exchanged, the “Notes”) originally issued pursuant to that certain
Securities Purchase
Agreement, dated June 6, 2016, by and among us and such investors. Pursuant to the Exchange Agreements, we, among other things, issued to the investors shares
(the “Shares”) of our common stock (or rights
(“Rights”) to receive common stock to the extent such issuance of Shares would otherwise result in the beneficial
ownership by any such investor of more than 4.9% or 9.9% of our issued and outstanding stock), as applicable, of an aggregate
of 123,708,735 shares of our
common stock. As of January 25, 2018, all of the Rights have been exercised, and neither investor owns more than 4.9% of the issued and outstanding shares of our
common stock. Since the Notes have been satisfied in
full as a result of the Exchange Agreements, there is no longer a security interest in our assets with respect to
the Notes. As of January 25, 2018, we had 222,981,824 shares of our common stock issued and outstanding.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
DELCATH SYSTEMS, INC.
Date: January 26, 2018
By:
/s/ Jennifer Simpson
Name:
Jennifer Simpson
Title:
President and Chief Executive Off
It's all good news!
On to the land of GREEN.
Agreed.
I still think that's on the lower side.
I don't see any more equity offerings for awhile.
This last batch was ugly but very needed.
Now, as we build towards FDA approval, it would be smarter to debt finance to preserve share equity growth.
I believe the partner who wanted in has done so in the current offering. They will want to protect upside and may even lend the $$ if needed.
new 8K
Item 8.01
Other Information
On December 28, 2017, we entered into exchange agreements
(collectively, “Exchange Agreements”), each by and between us and an investor from our June
2016 private placement of senior secured convertible notes (as further exchanged, the “Notes”) originally issued pursuant to that certain
Securities Purchase
Agreement, dated June 6, 2016, by and among us and such investors. Pursuant to the Exchange Agreements, we, among other things, issued to the investors shares
(the “Shares”) of our common stock (or rights
(“Rights”) to receive common stock to the extent such issuance of Shares would otherwise result in the beneficial
ownership by any such investor of more than 4.9% or 9.9% of our issued and outstanding stock), as applicable, of an aggregate
of 123,708,735 shares of our
common stock. As of January 25, 2018, all of the Rights have been exercised, and neither investor owns more than 4.9% of the issued and outstanding shares of our
common stock. Since the Notes have been satisfied in
full as a result of the Exchange Agreements, there is no longer a security interest in our assets with respect to
the Notes. As of January 25, 2018, we had 222,981,824 shares of our common stock issued and outstanding
Yeah BABY! Time to buy!
Look at the BOLD Type below.
Item 8.01
Other Information
On December 28, 2017, we entered into exchange agreements
(collectively, “Exchange Agreements”), each by and between us and an investor from our June
2016 private placement of senior secured convertible notes (as further exchanged, the “Notes”) originally issued pursuant to that certain
Securities Purchase
Agreement, dated June 6, 2016, by and among us and such investors. Pursuant to the Exchange Agreements, we, among other things, issued to the investors shares
(the “Shares”) of our common stock (or rights
(“Rights”) to receive common stock to the extent such issuance of Shares would otherwise result in the beneficial
ownership by any such investor of more than 4.9% or 9.9% of our issued and outstanding stock), as applicable, of an aggregate
of 123,708,735 shares of our
common stock. As of January 25, 2018, all of the Rights have been exercised, and neither investor owns more than 4.9% of the issued and outstanding shares of our
common stock. Since the Notes have been satisfied in
full as a result of the Exchange Agreements, there is no longer a security interest in our assets with respect to
the Notes. As of January 25, 2018, we had 222,981,824 shares of our common stock issued and outstanding
This part tells me this company is for sale. This will guarantee DCTH does not become hostage to it's retail base again. These warrants give it the 'poison pill' to stave off a hostile takeover and allows 'friendly' partners to get it at the bottom of the
rocket.
Offering to each purchaser whose purchase of shares of common stock in this offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% of our outstanding common stock immediately following the consummation of this offering, the opportunity to purchase, if the purchaser so chooses, pre-funded warrants to purchase shares of common stock in lieu of common stock that would otherwise result in the purchaser’s beneficial ownership exceeding 4.99% of our outstanding common stock (or at the election of the purchaser, 9.99%). The purchase price of each pre-funded warrant will equal the price per share being sold to the public in this offering minus $0.01 for each underly warrant share, and the exercise price of the pre-funded warrants will be $0.01 per share.
Follow the math.. this is very positive. DCTH market cap is on it's way UP UP UP.
This may help some of the newbies understand what's happening here:
It's time to get past the initial shock and get down to the brass tax.
- approx $2,500,000 currently on hand
- Much less debt (possibly none)
- Soon to have at least another $7.5MM from sale.
STILL Need to see revised burn rate for 2018.
Outstanding Share count: 500,000,000 shares (could be a little less).
After I got over the dilution anxiety... it came together for me.
@ .04: Current Market Cap is only $20,000,000!
This company once had a market cap over $600,000,000, Sam, what was the peak again?
I see this as a last equity offering before FDA approval. Next will be a debt offering on much more favorable terms (using Europe experience to show FDA approval is expected. The old debt had to get cleared (removal of liens on patents, etc) to allow for this.
Market Cap should work it's way up over next 12 months in range of $150,000,000 to $300,000,000 range (possibly even higher; these are my expectations) as FDA approval gets pumped.
Within next 6-10 months, I see company going back to a Senior Exchange which will also drive share price upwards.
with a Market Cap of $200,000,000 on 500,000,000 shares, share price would be $.4. AKA a 10 bagger (much higher after FDA Approval; Over $1 I would think).
Now I feel more comfortable than I did last week and will be adding at these levels.
Enjoy the beach!
Yeah, I saw that. I just wanted to let that poster see his DCTH claim value was... not good.
Well if he paid $546,700 last June... that would have gotten him about 11,000 shares post-split now worth about $385.00
He must be pissed.
I like how they posted the 'before the drop date' and the 'after the drop date' pictures of the buyout. Thanks for sharing.
It's nice to dream but I have to agree with Sam. There doesn't look to be a rush to acquire this company.
If the Buyer took a position... they can wait to announce.
At this point, all I need to see is the printing press stop with a PR stating that. That's my first renewed buy signal.
WISHLIST:
After that, I would like to see a revised 'options' plan for the CEO, etc. So we can factor that in (it would be nice if she altered her comp to be less salary and more options).
Then I would like to see a large buy-in by (of common shares) the CEO, the BOD, as well as the Executive followed by the CEO admitting to a very difficult 2017 and being excited about 2018 and her vision of returning the company to it's former Market Cap with a promise of regular PRs while they move through their current Phase 3.
Any potential buyer (who has a position) would want this as well.
They get the run up and any tax benefit from acquiring the co as a whole will still be there.
Look for a double-wedgie death cross.
I will be looking for the Golden 'Tee' cross before adding.
Has Mike P talked more about his 'team member' who added at .75?
Why would he have done that if the terms of sale are @ .5/Share?
Just curious.
Thanks
Or as some new guy had suggested... 100% down! ;)
Go to Pizza Rock (original location down by Zappo's HQ) or Rocco's (Summerlin location) in LV... worth the drive from LA!
I prefer a good dry-aged steak but... NY White (done right) is still awesome.
Agreed.
Thanks for your efforts.
The dark days are behind us.
With the pie growing smaller and the share price rising, it will only build into the momentum we've being waiting for.
Have a great weekend!