Releasing the financials is a huge step in the right direction. Each and every step towards improving the stockholders understanding of what NNLX actually is and assuring that knowledge is correct enlarges the pool of stockholders. To get to fully reporting status, a listing on an exchange and a price better that $3-$5 will make NNLX a viable investment to most potential investors and all mutual funds seeking this type of company.

And no, I'm not expecting to find any diamonds hidden in the dross when the 1st financials come out.

Good find aslfS. Its nice to see that they are out there doing the right things and not just putting out press releases.

It's also nice to see the stock at .15 and moving up.

The last press release has been picked up by papers and blogs around the world. I saw one in Chinese.

There was a report of a trade of 4,000 shares at .98. It could be a typo.

Parents, I'm sure that some of the buying recently in the 6-7 cent range was by short term traders so I won't be surprised to see some intermittent selling into the (I hope) continuing price rise.

ted, SB-2 vs S-1:

Provide audited financial statements, prepared according to generally accepted accounting principles, for two fiscal years. In contrast, Form S-1 requires the issuer to provide audited financial statements, prepared according to more detailed SEC regulations, for three fiscal years; and


From the SEC website.

In that case my answer is "it depends". Either 2 or 3 years of audited financials. Registering with the SEC is obviously a 1st step in the listing process and necesssary for NNLX.

Bid .08 Ask .09 vol 279,000

I don't know if the sellers are gone for good but they weren't here yesterday and so far not today (knock on wood). NNLX may become fun to watch again.

First, no they do not need 5 years of audited financials. Not for any exchange. http://www.venturelawcorp.com/listing_requirement_master_chart.htm Yes there are costs involved. Their sole financing is not just grants, they will at some time need the secondary market and if they are listed they will do better. Finally, if it takes 6 months to a year to go through the listing process they should definitely have begun the process. If they have the Erie plant up in 6 months, a large development in the next year is feasible. One of the problems they have been facing is the selling from Nutmeg, Felder and McClellan. If they were not a pink sheet company they would probably have a larger group of stockholders and more buyers and the current price would be more in line with their potential.

JMHO

Slimhere, try this:

Bret Barnhizer, CEO
Telephone:330-534-0800
E-mail: Bret@nanologixinc.com

Bret is listed on the website as the contact for investor relations.

I have found the company to be very responsive. It's a pretty lean orgfanization and between meetings and travel it may take 24 hours but they have always gotten back to me.

A bit of both. Long story. But thanks, I think, lol.

Have a good weekend all.

ted, so you're saying what? Only registered companies file 144s? And Felder did this by mistake? And the SEC processed this even though they should have sent it back as not applicable?

Short answer is that the restricted status of the stock had to be lifted and the 144 was part of the process. Form 4 (I think) only applies to currently registered securities.

Form 4 is an SEC filing that relates to insider trading. Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the Securities Exchange Act of 1934 must file with the United States Securities and Exchange Commission a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.

Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

Form 4 must be filed within 48 hours, based on any stock event related to stock-based compensation for an executive officer.

ted, requirement #2 must have been met in some way. Possibly from Infectech being a reporting company in the past.

How do you know it was Felder? I assumed it was Diz.

ted, all companies.

http://www.sec.gov/investor/pubs/rule144.htm

Based on what I just posted I feel that we are probably near a bottom and if the company performs we could see a reversal. I've picked up a few (more) shares lately.

nmbr1, I think we will have to wait until the company starts issuing that information to know for certain. I'm hopeful that it will be soon. Without that info we can only guess at the number of shares issued to Felder. I think McClelland is out of shares by now. And we don't know the terms of the Nutmeg financing deal so the number of shares, warrants or options are unknown. My guess is that they made some sort of deal with a market maker to dispose of them as I doubt they sit around trying to figure out a when to drop another 25k. Those shares have probably been absorbed into the market by now. The shares currently used as compensation are restricted for two years so we won't have to worry about them for awhile. So Felder is the only one that I know of possibly holding and selling shares. When we start seeing the block selling dry up we can assume he is gone.

All this is imho, based on brilliant technical analysis, illegal insider information and verified by the single cat hair floating N/S in my coffee this morning.

tedturnernot. Felder has a piece of paper that says X# of Nanologix Inc shares. It also says it is "Restricted". A broker cannot sell it on the open market. To remove the restriction you must comply with the terms of the restrictions AND file a form 144 with the the SEC. Then and only then will a broker touch them. The broker (and/or his compliance officer) does not care if the company is reporting or listed.

I will. eom

Silicon Investor. http://siliconinvestor.advfn.com/

The stock was restricted. A 144 must be filed before it could be sold on the open market. Here is a good short definition of a form 144.

Form 144 is a form that must be filed with the Securities and Exchange Commission when an executive officer, director, or affiliate of a company places an order to sell that company's stock under the parameters laid out in Rule 144.

Rule 144, promulgated under the Securities Act of 1933, is a safe harbor provision that allows holders of restricted securities to make sales of stock when certain conditions are met. The following conditions must be met for Rule 144's safe harbor to apply to a transaction:

A potential seller must satisfy the minimum one-year holding period.
The seller must file a Form 144 with the SEC (unless the transaction is very small, under $10,000 worth of shares).
There must be "current public information" available on the issuer.
The sales must be in arm's-length broker transactions, without prearranged or broker-solicited orders.
The seller must have a bona fide intention to sell the shares at the time he or she files the Form 144.

P15 of Nutra Pharmas 10-QSB

We intend to accomplish the following regarding our Plan of Operations over the next twelve months.


Designer Diagnostics, Inc.

Designer Diagnostics’ NTM Test Kits are now being marketed and will continue to be marketed to a global audience, including:

· Hospitals;


· Pharmaceutical companies;


· Biotechnology companies;


· Medical device distributors; and


· Governmental organizations.



Over the next twelve months, Designer Diagnostics will attempt to distribute the test kits to the above companies and organizations. Our first sales occurred during our second quarter of 2006. When and if sales of the test kits exceed our operating budget, we will use the test kit proceeds to fund drug research and clinical studies in the area of MS and HIV.


Third-party researchers are currently validating Designer Diagnostics’ TB Test Kit and we anticipate research completion by the end of our first quarter of 2008. Designer Diagnostics has a distribution agreement in principle with Svizera Pharmaceuticals in India, providing for the distribution of these test kits. The agreement is contingent upon a thirty-day test of the TB Test Kits and required validation. Svizera is the exclusive supplier of current TB diagnostic kits to the World Health Organization, and supplied over 15 million of those kits to the World Health Organization in 2005.


Designer Diagnostics’ President will attempt to develop a distribution network and actively market the test kits to supply administrators of companies and/or governmental organizations in the following markets: hospitals; pharmaceutical; biotechnology; medical device distributors. Designer Diagnostics will also attempt to acquire other medical diagnostic products to develop that same distribution market. Designer Diagnostic’s President will also seek license agreements to develop revenue streams consisting of drug discovery, drug development, and new medical device technologies.

aslfS, good find. P15 is interesting. I'm assuming that the TB test kits rely on NNLX patents.

Regarding the "gain on deconsolidation" on P8 it is explained.

Effective in April 2007 the Company ceased advancing funds to Receptopharm and had no further commitment to fund them. As such, the Company deconsolidated Receptopharm from its financial statements at June 30, 2007. This deconsolidation resulted in a gain of $1,081,095. This gain resulted from the Company reversing the net losses of Receptopharm included in its consolidated financial statements and including the net losses as if the equity method had been applied. In addition, the Company wrote off the balance of its investment in ($2,000,000) and advances to ($975,000) Receptopharm as discussed above as they were deemed to be impaired at June 30, 2007.

Regarding the loans, P9

During the six months ended June 30, 2007, the Company borrowed an additional $468,203 from its President, Rik Deitsch, increasing the total amount owed under to Mr. Deitsch to $1,621,579 at June 30, 2007. This demand loan is unsecured and bears interest at a rate of 4.0%. Included the amount owed to Mr. Deitsch is $69,203 of accrued interest.

This is what is keeping the company afloat. He obviously thinks the company is viable and is relying on selling the test kits to maintain the company in the short and mid term. If the company fails he doesn't get repaid. He has a huge bet that the test kits will sell in large numbers in the near future.

According to GAAP a loan cannot be considered income.

Good news on the Nutra Pharma Corp front. NPHC.OB

http://finance.yahoo.com/q/is?s=nphc.ob

Profit of $1,108,000 for the qtr ending 6/30/07.

Mr. Moe, I agree. eom

Marathon Capital Management has owned a small number of shares of nnlx for a few years. On May 1st of this year they held 125,000 shares. As posted, at the qtr ended on June 30th of this year they held 1,050,000 shares, an increase of 925,000 shares. To me this shows an increased level of confidence in the new management of the company.

btw, the valuation shown (92 or $92,000) is the stock's value on 6/30/07, not the purchase price.

NNLX currently has a cap rate of $7 million. If either the kit or the H side of the business succeeds NNLX will be valued at a large multiple of that number. Some entity could easily buy the company at the current value, or even twice this level. Would the majority of shareholders sell for $0.20 pr share? 30? 40? They might but the price would be no where near what we could get for our shares if either side of the business succeeds.

I have never heard the company talk about any anti-takeover measures. If they don’t have any, they should.

Call him and ask. I did. The shares he receives for service cannot be sold until 2 years from date of issue.

abew, you are almost on track but not quite. You say "Restricted shares can easily have their restriction taken off simply by filing an SB-2 with the SEC." Wrong. All shares must be registered with the SEC before being offered for sale. The SB-2 is simply the SEC registration form.
http://www.sec.gov/about/forms/formsb-2.pdf After the restrictions are removed (ie. waiting a year) you must register the stock to sell it. The SB-2 registration does not and can not remove restrictions, it is only the mandatory registration of the stock.

Regarding using restricted shares as collateral. Sure you can find someone at some interest rate to give you a loan. What will your broker allow you to do with those 2 million shares of NNLX? Margin at 6.5%? No way. It's not readily liquid.

The company would also like to announce to their shareholders that Bret T. Barnhizer and Dana Allen, upon taking office in March, 2006 elected to accept no salaries for their services to the Company and are receiving as compensation 250,000 shares of restricted (non-trading) stock per quarter.

Very impressive. They appear to be taking all the right steps. It’s not too difficult to see this company transformed from an invisible penny stock with a good story to a stock with earnings from the medical side, a working prototype bioreactor in Erie and the credibility with investors and partners that comes with audited financials and all in the next year.

If these events are fulfilled the stock should no longer be in the penny category.

Maybe I'll add a few shares.


a note: after I posted I saw that a couple of words in my post were linked to ads. This was done by investorshub, not me.

They were not audited financials. Big difference. The "financial statements" may look great or they may look terrible but they are basically the numbers the company gave to the accounting firm.

A financial audit, or more accurately, an audit of financial statements, is the examination by an independent third party of the financial statements of a company or any other legal entity (including governments), resulting in the publication of an independent opinion on whether or not those financial statements are relevant, accurate, complete, and fairly presented.


This is what I'm looking forward to seeing.

The next few months should prove interesting. If Dr Felder attempts to regain control of the company he will need the help of the majority of shareholders. He has two obvious tactics to play out, demonstrating his own role and value to the company and shareholders and playing down the value of current management. His own role is only partially known. The obvious part is that he has run the company for 18 years without generating earnings. And he has put together a company with tremendous, unfulfilled potential. His strategy for playing down the value of current management could be in two steps. First, he could make personal attacks on management in many forms and forums. I wouldn’t be surprised to see him post here under an assumed identity. Next, he could try to harm management’s credibility by depressing the stock price. This could be easily done by any sort of negative action against the company such as starting (frivolous) lawsuits or legal actions. He could also dump his personal shares on the market to further depress the stock price.

The flip side will be what management does to keep themselves in control. Obviously, moving the company towards actual earnings will go a long way in making investors happy. I hope they don’t start a negative campaign against Dr Felder. It would just be bad publicity for the company and wouldn’t help management’s own image. Unfortunately damaging Dr Felder’s reputation may be an unintended (or not) consequence of something they will have to do for the company, the stockholders and themselves. The will have to submit audited financials to the SEC and become a reporting company for NNLX and management to earn the confidence of investors. Opening the books will shine a light on what Dr Felder has and has not been doing the last several years.

I am hopeful that in the near future this little drama will be replaced by thoughts of what diagnostic kit revenues will mean to the share price and discussions of bioreactor cap costs and efficiencies and own and operate vs. licensing strategies.

Babaloo, what was Dr. Felders non-monetary compensation for the positions he held?

abew, see post 2643. eom

Since Bret assumed the role of CEO the outstanding share count has gone from 67,779,000 to 71,057,652 as of 5/31/07. An increase of 3,276,852 shares, or 4.84% increase. I don't know if these were shares in the pipeline when he took over or if they were issued to raise funds.

A note from the press release of 3/19/07:

In addition, at the Directors' meeting where Mr. Barnhizer was appointed, a motion was adopted to reduce the stock compensation program for the NanoLogix Board of Directors and Company Officers by 50% with no offsetting increase in other compensation or benefits. This reduction is in the interests of increasing shareholder value on both a short and long-term basis.

In speaking with Bret he promised to reduce the the compensation further.

Kaizen.

dj101, actually it's a 48% increase in o/s. eom

Bret, thank you. eom