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Now that the S-3 groundwork has been laid. Hopefully they don’t use the full 36 months. Fingers crossed. I’m a 2025 guy but it could go to 2026 without liquidity, Hula Hula Cuckoo Penny
I see that S-3 filing from INVO RLK. Thanks for the update. I guess theres still a little value with this INVO company thanks to newly added Naya product line. I’m a big fan of Bio X Cell sub which I’m thinking will be doing some great things with its InvivoMAb Antibodies production line. Good times. Hula Hula Cuckoo Penny
Roll Ups are an Investment banker’s wet dream. When a manager hears of a Roll Up, that’s when they go crazy. The money they can make is ridiculous. The spread is amazing. We are witnessing the making of something that’s been long in the planning stage. We are just humble innocent observers. I’m still amazed by all the corruption. It’s just absurd how in the face it is. Wild stuff. What a joke. It’s definitely providing me with a good laugh. Not worth going crazy. Awareness and acceptance is key. I have zero control and just lucky to be an observer. Hula Hula Cuckoo Penny
Don’t forget, even if merger between SPAC and whomever is completed. It will take a full year to measure. You are correct Bruce. They could initiate any day a SPAC deal but closing it is another deadline all together. I suspect they initiate the merger but I they will be recapitalizing and liquidating into target. This is what a roll up does Bruce. They expand and build through multiple acquisitions. Everyone gets paid but us. Eventually we will hit pay dirt. I’m thinking we are waiting till 2025 for all to come together. Spin Off / Distribution from Issuer needs to be given before all. Maybe in Fall we see a distribution. Then maybe SPAC comes later in year to show support. At least we know that they will be liquidating. Having that December 2024 date is a life saver. I’m actually very happy with Teper. At least he took the courtesy to relay that info to shareholders. I now can enjoy the summer and wait till end of December rolls around. Good times. Hula Hula Cuckoo Penny
Hey RLK. I see you posted yesterday what I just posted today. So you saw that as well, Yup. These guys are taking their sweet time. Let’s not forget they did say that funding wouldn’t be coming until the end of 2024 and through until 2025. I believe they were to also release some clinical news at that time. So no merger this summer??? I see June as not probable time for any completion. I suspect they are just extending things out due to market conditions. This will make another merger possible. Satellos is looking good. They could do their recapitalization and wrap all up before SPAC merger in fall. This all lines up with INVO update and its S-4 amendment process. Still need to schedule shareholder meeting and bankruptcy case is still busy with arguing over taxes. In the end all lines up. 2025 is looking like the right time to get this party started. Stay lit. Hula Hula Cuckoo Penny
Let’s cross our finger that June will bring us a new merger people. Yikes. Things could be pushed out much further. We have determined that mandatory liquidation, should a business combination not occur by December 16, 2024, and potential subsequent dissolution raise substantial doubt about our ability to continue as a going concern for a reasonable period of time which is considered to be one year from the date of the issuance of the financial statements.
All the time in the world. No rush. Hula Hula Cuckoo Penny
ESHA liquidation in DECEMBER 2024. They have set the requirements to get the job done. Quarterly was just filed for ESHA. Hula Hula Cuckoo Penny
History always finds a way of repeating itself. Same shit different company name.
Don’t Forget, Isleworth also provided NT filings and no merger was reported. Hula Hula Cuckoo Penny
Here are a few common reasons late filings occur:
1. Audit Delays: The audit process can be time-consuming, and unforeseen issues or discrepancies can extend the timeline, leading to late filings.
2. Internal Control Issues: Problems with internal controls over financial reporting can necessitate additional time to ensure accuracy and compliance.
3. Regulatory Compliance: Ensuring compliance with the continuously evolving regulatory requirements can be complex and time-consuming.
4. Operational Challenges: Significant events such as mergers, acquisitions, or restructuring can complicate financial reporting processes.
5. Management Turnover: Changes in key financial or executive positions can lead to delays in the preparation and review of financial statements.
Effectiveness around the corner. Then updates galore and a few meeting dates. Hula Hula Cuckoo Penny
Nice to see RLK that Satellos is on its way to merging with us. Getting that Cap table organized is a great step in the right direction. ESH needs to go first. Then in September / October they could add Satellos. One more year to go before liquidity. No liquidity this year and possibly next year until Bert is acquired. None. Zip. Nada. Bupkis. Sucks big time. Hula Hula Cuckoo Penny
Too bad they have nothing to report. I guess they prefer to wait until SPAC comes into the picture. It will be interesting to see the new valuation with Naya / INVO.
Some helpful info. 2025 is going to be epic. Some very helpful info.
- Delayed Form S-3 Eligibility: the post-merger combined company will not be Form S-3 eligible until 12 full calendar months after closing of the RM (e.g., similar to an IPO, the combined company needs “seasoning” through 12 calendar months of SEC reporting).
- Delayed Filing of Form S-8: the post-merger combined company will need to wait at least 60 calendar days post-closing of the RM to file a Form S-8 for any equity plans or awards.
“Ineligible Issuer” Status: the post-merger combined company will be an ineligible issuer for three years following the closing of the RM (e.g., no free writing prospectus, no WKSI status despite public float, etc.).
-No Incorporation by Reference: although Form S-1 is available for offerings (including for a resale shelf registration statement), the post-merger combined company will be ineligible to use incorporation by reference until Form S-3 becomes available (e.g., manual updates will be required to keep a resale shelf prospectus current).
Closing 8-K: the public company will need to consider whether to file a more fulsome closing Form 8-K under Item 2.01(f) of Form 8-K.
- No Rule 145(c) Securities on the Form S-1 Resale Shelf: investors who were affiliates of the private company and receive securities of the public company in the RM (i.e., Rule 145(c) securities) will be statutory underwriters with respect to resales of those securities and, as such, the Staff has indicated that such securities may not be included in the Form S-1 resale shelf and instead may be sold only in a fixed price offering in which such investors are named as underwriters in the prospectus.
- Rule 144(i)(2) Compliance: applies to all public resales of Rule 145(c) securities per Rule 145(d), as well as “restricted” or “control” securities of the issuer per Rule 144 (e.g., holders of restricted securities and any affiliates of the public company are also affected).
Time is of the essence and yet they decide to create a weekly payment plan that has its last payment date left open. Pretty nifty. One of the word flubs I mentioned earlier was when they used the word “much” to replace another word. They definitely didn’t want to use the correct word for the sentence. Hilarious. Hula Hula Cuckoo Penny
You have to laugh…. Time is of the Essence. It is very important to the Parties that each Closing is performed in a timely manner. Time is of the essence, thus all things which are required to be done by certain dates must be done, otherwise such failure shall be deemed a material default. If either party breaches the Agreement or this Amendment, the non-breaching party may elect to declare this null and void and all right of the defaulting party hereunder shall terminate. If the non-breaching party does not exercise its option to terminate the Agreement, as amended by this Amendment, said non-breaching party may require specific performance and also exercise any other legal rights and remedies available to it, and said non-breaching party shall be entitled to recover from the breaching party its cost, expenses, and attorney fees incurred in enforcing the terms of this agreement or pursuing a remedy as a result of the breach of the Agreement and this Amendment.
I don’t understand what you’re saying regarding Teper creating havoc at Cytovia. I understand he’s not paying his employees. But he’s also not paying anyone in BK. So not really a surprise. I agree that Teper is taking it right down to the wire. Lots going on. With no rate cuts coming, Teper will just extend and delay. Yields are too good. Hula Hula Cuckoo Penny
I can also see them easily going into 2026 especially with the end goal of being consumed is near. They could do that INVO deal and make many whole again. At the end of the day this all about options, bonds and rate cuts. lol
Actually I’m not focused on dates but June is definitely a good time for them to do something with ESHA. I agree that they still can do many things with many other contenders during the de-SPAC period. They will have up to one year to get all that done. Our de-SPAC has been roughly two years so hopefully they keep it down to one year for second de-SPAC. It would be nice to see this wrapped up in 2025. We know this is going into June 2025 without liquidity for us Long equity target holders. I could see this going into 2026 knowing that de-SPAC ends in June. Bankruptcy means very little at this stage. Continued interest ends in June. I’m hoping my 50th birthday year will be a good one. Hula Hula Cuckoo Penny
Don’t believe what you read with that 3rd amendment. That whole timeline for the share payments is a joke. They left a huge opening at the end for the remaining 500000 plus. I’ve also noticed a few crucial word and grammar flubs. So I wouldn’t get too excited with this amendment. It’s all fluff job in my eyes. The only thing that’s true is what’s probably not being said. July is just the beginning of more lies and bullshit amendments to come. That amendment is a joke. Wow. Hilarious. Hula Hula Ccukoo Penny
So is it safe for me to say that we all are patiently waiting for June SPAC merger? I don’t recall any timelines that I need to be aware of. We went past all the dates for IMNPQ, INVO, Cellectis, Satellos, Cytovia, Isleworth…….etc. I feel like we’re in nowhere land. Yes we have to get amended S-4 and yes we are working towards something but ultimately next in line is ESHA. I do like the idea of them using BioNanoSim.
Yes Mike. Lots of suits against Cytovia. I haven’t seen the accounting case but I’ve seen a few others pop up. I know of a new one that was just announced in first week of May.. I am aware of most suits Mike. All a joke to me. Not much we can do about it. It’s sad that some folk are feeling obligated to pull the trigger. There are winners and losers everywhere. Hula Hula Cuckoo Penny
Very true CheekyKent. Very true. My memory is not what it used to be. Time hasn’t been my friend with this venture. Still another year to go . Trust you are well and enjoying your days. Have a great weekend. Be well. Hula Hula Cuckoo Penny
So funny. I keep forgetting the 1 year waiting period after deal is closed. So still a long ways to go. Seems like Im learning something new every year. I think time just flys by and I forget. Sounds more likely. Im old. Hilarious. Hula Hula Cuckoo Penny
Let’s not forget the 2 years of financial requirement for S-4. Amendment would get us on the right track to Super 8k. There’s still a few requirements left to go. Also don’t forget the 1 year holding period for target shareholders after SPAC combination is closed. De-SPAC takes a year to unfold. So no liquidity until June 2025 for long target shareholders. Hula Hula Cuckoo Penny
Yes Bruce. Agreed. I don’t see it in play until after SPAC deal. All the other deals were simply put in place to allow friends a cheap buy-in. That Peter guy got a sweet deal. Now that’s a scum bag. Obviously he knows our scumbag crew. Birds of the same feather flock together. I also agree that there is an end goal in place and it’s just about letting this drag until they announce merger. INVO was such a scam. Feel bad for those original INVO shareholders. The management was merciless with destroying that company and then doing this scam to let scumbag shareholders in at the bottom. Same story different company name. I hear this savage treatment happens all the time. It’s a pirates world. I guess corporate raiding can be a beautiful thing for certain folk. As per the BK timing. I haven’t the clue where we stand there. I only know what needs to happen. We should see something during June with SPAC. Maybe earlier if we are lucky. Who knows. All guesses. Hula Hula Cuckoo Penny
I like that site RLK for info. Are you trying to show us Immune’s valuation? I recieved my tax slips. I know the shares are worth zero. I’ve left shares in my accounts hoping all turns out ok. Crossing my fingers here. My home team is doing well in NHL Playoffs. So life is good. Just wish we could see some conclusions with Immune. Everything seems to be sitting in limbo. Sucks. Hope you are well and life is good. Be well. Hula Hula Cuckoo Penny
No merger connection with SPAC or Satellos. I don’t see connection unless it remains separate and comes from side. I could see them up-list using ESH. I just don’t know if it fits the timeline. I guess it could happen simultaneously at the same time. Who Knows. Hula Hula Cuckoo Penny
Don’t forget about Satellos and ESH having potential to be some future components of what’s to possibly come in the near future. Wonder when we get amendment to S-4. Hilarious. Hula Hula Cuckoo Penny
I attached some good news that was reported in 2023 but I must have missed it. “[b]One of the colchicine site ligands that has successfully passed a phase II clinical trial is verubulin (Azixa, 1) [16,17,18,19] (Figure 1). Since the first reports of verubulin as a potent microtubule-disrupting agent and especially after the suspension of its further clinical promotion due to economic reasons [20], several research groups extensively studied the structure–activity relationship for the series of analogues of the lead molecule (Figure 1) [20,21,22,23,24,25,26,27,28,29,30,31,32,33,34,35,36]. In particular, the following modifications were carried out: the variations of the substituent in position 2 of quinazoline, conformational restriction of 4-methoxy-N-methylaniline moiety, replacement of quinazoline core with other aromatic heterocycles, etc.”
As you all know, Azixa is our little baby. So good news that tests results turned out in our favour. Let’s cross our fingers for the next clinical trial phase. Hula Hula Cuckoo Penny
Nice to see Satellos listed in Berlin and in US on OTC. So they have made some progress. Interesting that they took the Canadian route and kept it. I’m sure they’ll drop that once they up-list. Hula Hula Cuckoo Penny
Satellos………. ESH…….. INVO……… Naya……CYTOVIA. Hula Hula Cuckoo Penny
Look forward to seeing the INVO amended S-4 filing. Delisting will be an interesting subject. Wonder who will be breaching who. So presently, Naya couldn’t can’t find the money and INVO can’t remain listed, and yet at the same time INVO does a couple discounted share deals. Wow. Super interesting. All adds up right. lol. Then you have courts still working on withholding tax etc. EHS needs to step in. Hula Hula Cuckoo Penny
The only issue here is they just uplisted. Why list to only immediately delist. I guess they needed to keep those shares public to do what they needed during that time. Then again. If they do that split….. all changes. All I know is that ESH has until end of June. I see Satellos coming in but maybe after ESH. Anything is possible. Hula Hula Cuckoo Penny
It will be real amazing if RS is initiated. I think that move would suit the hub and spoke gambit they’re running. Stay tuned. Hula Hula Cuckoo Penny
Is the special meeting for Satellos? I don’t see the date for that meeting?
Are you saying Satellos is having a reverse split? I didn’t know about that move. They are pulling out all the stops. I guess they could merge with SPAC and then once completed merge into Naya. They have lots of ways to go. A few options to choose from. I’m glad you’re on the Satellos train still. I think it’s a real possibility. Nothings ever guaranteed but it sure looks promising. ESH is just a matter of time. They have till June. I think we should see something happen in May. Just a guess. I wonder how long they have to square INVO away. This delisting procedure timing can be stretched out for a while. I guess we just have to sit on our hands until SPAC comes in. Then it’s all over. Game over. 2025 will then provide hopefully a good ending. Hula Hula Cuckoo Penny
Bruce, they could still go the route of Satellos. Although, I don’t know if they can squeeze that transaction in before ESH deadline. Most likely it’s ESH that completes their merger first. There’s also one more option. They could complete this current deal without delisting. Unlikely. Lol. Seems to me they are wanting to delist. Who knows. Not me. Hula Hula Cuckoo Penny
Like I said folks. All this is a scam for friends to get shares for cheap. It’s disgusting but whatever. Fuck em. Not here to make friends. 2025 is looking good people. No liquidity till then. Hula Hula Cuckoo Penny
ESH to the rescue. Invo goes off silently into the night like Isleworth. Let’s see what happens with ESH merger. Hula Hula Cuckoo Penny
Its only 68 percent. So I was off a bit saying 75 percent. It’s not 3/4. Its 2/3. So a little better but still shameful. All highway robbery to me. Hula Hula Cuckoo Penny