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Well, most of the time they are within the rules. The MM is only required to show their Highest Bid and lowest ask. So they could show an ask @ .13 and 5000 shares and have an order for 300,000 shares @ .131 that is hidden from the level II view.
The problems I have are when the ask keeps getting hit and never moves. Or a few weeks ago when I had a sell in and an hour later 100,000 shares were sold @ .005 above my order. Yet somehow my order never was completed and that pps was never available again.
it is really thin on the Ask and the Bid. Almost like people forgot to put their orders in today...
I do not think that the bridge loan would be a factor since there is no offering of securities. It is simply a loan.
Under rule 155(c) it looks like they have to wait 30 days to sign another agreement. So perhaps next month we will see something new.
Some light reading for a Friday morning:
Just an overview of the documents recently filed and the rules governing them.
Filed on June 20, 2012
Pursuant to Rule 477 (“Rule 477”) promulgated under the Securities Act of 1933, as amended (the “Act”), Elite Pharmaceuticals, Inc. (the “Company”) hereby requests withdrawal of the above-referenced Registration Statement on Form S-1, together with all exhibits thereto (the “Registration Statement”), filed with the Securities and Exchange Commission (the “Commission”) on March 1, 2012.
The Company is withdrawing the Registration Statement and the Company will not proceed with the transactions pursuant to the Securities Purchase Agreement as disclosed in the Registration Statement. The Registration Statement has not been declared effective by the Commission, and no securities have been sold pursuant to the Registration Statement or the prospectus contained therein. The Company believes that the withdrawal of the Registration Statement is consistent with the public interest and protection of investors, as contemplated by Rule 477.
The Company may undertake a subsequent private offering in reliance on Act Rule 155(c).
It is our understanding that this request for withdrawal of the Registration Statement will be deemed granted as of the date that it is filed with the Commission unless, within fifteen days after such date, the Company receives a notice from the Commission that this request will not be granted.
http://sec.gov/Archives/edgar/data/1053369/000114420412035554/v316497_rw.htm
a.Except as provided in paragraph (b) of this section, any registration statement or any amendment or exhibit thereto may be withdrawn upon application if the Commission, finding such withdrawal consistent with the public interest and the protection of investors, consents thereto.
b.Any application for withdrawal of a registration statement filed on Form F-2 relating to a dividend or interest reinvestment plan, or on Form S-4 complying with General Instruction G of that Form, and/or any pre-effective amendment thereto, will be deemed granted upon filing if such filing is made prior to the effective date. Any other application for withdrawal of an entire registration statement made before the effective date of the registration statement will be deemed granted at the time the application is filed with the Commission unless, within 15 calendar days after the registrant files the application, the Commission notifies the registrant that the application for withdrawal will not be granted.
c.The registrant must sign any application for withdrawal and must state fully in it the grounds on which the registrant makes the application. The fee paid upon the filing of the registration statement will not be refunded to the registrant. The registrant must state in the application that no securities were sold in connection with the offering. If the registrant applies for withdrawal in anticipation of reliance on Rule 155(c), the registrant must, without discussing any terms of the private offering, state in the application that the registrant may undertake a subsequent private offering in reliance on Rule 155(c).
d.Any withdrawn document will remain in the Commission's public files, as well as the related request for withdrawal.
http://taft.law.uc.edu/CCL/33ActRls/rule477.html
¦Rule 155(c) safe harbor for abandoned public offerings is available if:
¦no securities were sold during the registered offering. (This requirement will not be met if the issuer or its intermediary received any money or other form of consideration, including escrowed monies, for the securities);
¦the issuer withdraws the registration statement. See Rules 477 and 478 under the Securities Act:
¦the issuer and its intermediary do not commence the private offering earlier than thirty (30) calendar days after the effective date of withdrawal of the registration statement;
¦the issuer notifies each offeree in the private offering that the offering is not registered under the Securities Act and of the consequences that accompany a private placement, which include informing the investor that (a) the securities are restricted securities that can not be resold without registration unless an exemption is available and (b) purchasers do not have the protection of Section 11 of the Securities Act, which imposes civil liabilities on issuers on account of false registration statements; a registration statement for the abandoned public offering was filed and withdrawn;
¦any disclosure document used in the private offering discloses any changes in the issuer's business or financial condition that occurred after the issuer filed the registration statement and that are material to the investment decision in the private offering.
¦Under Rule 155(c), general solicitations occurring prior to the commencement of a 30-day cooling-off period do not affect the subsequent private offering. However, the private placement must otherwise be free of general solicitations and must otherwise qualify for an exemption from registration under Section 4(a)(2) or 4(a)(5) of the Securities Act or Rule 506 of Regulation D. In the SEC's view, this requirement will ensure that the private offering following the abandoned public offering is a bona fide private offering. The ban on general solicitations in private placements has not been lifted. However, in the SEC's view, a 30-day cooling-off period cures the impact of impermissible solicitations.
http://www.fwlaw.com/tabid/93/Default.aspx
On June 20, 2012, the Company filed a letter with the Securities and Exchange Commission (the “Commission”) requesting withdrawal of the Registration Statement on Form S-1 (the “Registration Statement”) that it had filed with the Commission on March 1, 2012. The Company had filed the Registration Statement in accordance with the terms of a Securities Purchase Agreement entered into by the Company on December 30, 2011. The withdrawal request will be deemed granted as of June 20, 2012 unless, within fifteen days after such date, the Company receives a notice from the Commission that this request will not be granted.
The Company is withdrawing the Registration Statement because, after discussions with the Commission’s staff, it determined that the transactions as structured in the Securities Purchase Agreement could not be implemented. Accordingly, the Company will not be proceeding with the financing under the Securities Purchase Agreement.
http://sec.gov/Archives/edgar/data/1053369/000114420412035848/v316637_8k.htm
I think that is an important point. If this was something that was detrimental to Elite they would have waited until after the Conference Call to avoid the questions. The last few filings are things they want to be able to discuss at the upcoming CC. Without the official filings/PRs they would not be able to talk about them at the CC. This is good news. Very good news.
Yes, here is more than enough proof.
http://i46.tinypic.com/24gpum0.jpg
Here is the old page. If it doesn't load right away click on the link that says "Impatient"
http://web.archive.org/web/20100110053828/http://www.elitepharma.com/product_pipeline.asp
Lots of things happening very quickly here. I can't wait until it all falls into place.
Hi all. I'm new to the concepts of Swing Trading, but trying to learn. What do you think of the chart for ELTP? If I'm understanding how it works I think we are about to see the next leg up. Also, there are a lot of possible news events to get a nice run going in the coming weeks. Please let me know what you think. Thank you
At this point it doesn't matter who. We've got buying pressure again, and that is all that matters
While I was of course joking, there could be some seriousness to it. Elite pulls out for presumably a better deal. It's possible negotiations took place with Socius to change their deal and through those negotiations they could know roughly what the private placements could be worth. If it was for .25 (completely random number) it would be an easy play for Socius to start buying.
Maybe it is Socius trying to get in for the ride now that they've lost their discounted shares. LOL LOL
Looks like we finally have some bid support. 500k @ .12
They still need the funding for Phase III trials, but it is looking like they might have found a way to get that funding so that doesn't further dilute the Outstanding Shares. Which would be a really good thing for us.
Well, without going back and reading through all of their filings I'll give you my opinion. Keep in mind I'm not a finance person. I don't think that these would be a major concern, because they have been there for some time. The change in value is related to the change in the current pps, but I don't believe that it affects Elite's liability because the conversion prices and warrant prices are contractually set. Now Elite is required to pay a dividend to Epic on the Preferred shares, but they have been making this payment by giving them more common shares, which isn't great for us, but also something we've known about.
basically I don't believe this is an issue because the increase in value isn't going to result in money that Elite will be responsible for. I think that looking at it in the opposite way should provide the answer. If the pps had gone down, would anyone be happy that the derivatives were worth less?
I know what you are referring to but I didn't understand the context of your question.
Does anybody care about the warrant and preferred shares derivative fair value changes?
What do you mean?
I agree, continued incremental growth will drive ELTP. Investors (not traders, and not those of us who are already on board) need to see the financials improve and remain stable for successive quarters before they will be sold on ELTP's viability. Once that happens we will see the real increase in PPS that everyone is waiting for.
But would we have received the payment prior to year end which was March 31? Only a six business days between the PR and the year end. Quite possible we don't see that payment on the books until Q1 is over, even if they did get it up front.
Traders don't care about what is in a patent. They only care about selling when events occur
The pps went down because of traders. The patent does not have the ability to buy or sell stock.
Wow, quite the busy weekend. Makes me think we might be headed toward a good week. Would love to see a drug launched this week.
Again, it is strange how you come to these conclusions. Almost as if you haven't done any research on ELTP at all. While I have no idea why you think they have millions of dollars coming in from "partners", you should be at least aware of the revenue that they are generating through the products they are currently manufacturing. ELTP is on the precipice of being profitable. If they aren't profitable as of their 10k this month then they surely will be in their subsequent 10q. The numbers and trends are there for everyone to see. I'm not sure how it is that you are so off base on what is happening with ELTP?
Strange, I haven't seen any documentation about all this income. I'm going to just dismiss these claims because you haven't provided any evidence of them being true. Although, this is clearly a move to inject cash into the company to begin certain phases of ELI-216 while we look for a partner. It's a great move that should help them move forward.
I'm not familiar with all this money coming in, could you please post a link? Seems like you are exaggerating a bit.
Interesting that $5 mil form Socius and additional $2 mil = $7 mil which would fund the entire ELI-216 Phase III trial for 250 to 300 persons
I really like this part:
Mr. Treppel stated that, "The intent of this loan is to enable the company to accelerate the development and commercialization of its own products, particularly in light of the recent issuance of a patent regarding our abuse-resistant technology. We have already begun hiring new personnel and bringing new equipment on-line to pursue these goals."
Most of those were a Distribution of shares by EI (Epic Investments) to its members.
Here is one filing that shows 9,214,097 shares distributed in May.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8592266
Let's review:
You said -
With all thee products on the market why a measly 500 k in revenue.
Who cares if someone was a pioneer? Pioneer means first. http://dictionary.reference.com/browse/pioneer
Being first doesn't mean you are the best and often proves the opposite. The pioneer drugs in this space are obviously not working as the time release is easily defeated, and they are highly addictive. Elite can take their time and do it right.
I fail to understand the constant comparison of ELTP to big pharma? What is the point? Of course they are bigger and better companies, everyone knows that. The only thing that matters is what ELTP does. Pain management has a market of over $20 billion a year. If Elite gets only one half of a percent of that market they will have $100 million in revenue. I think that there is room for Elite in this market and we will benefit from it as Elite grows.
I didn't see anyone other than you call the CC a game changer. Sarcasm or not, it is disingenuous to use that kind of hyperbole. Yes some posters are enthusiastic about the CC and that is their right. What I'm attempting to tell you is right now ELTP is susceptible to manipulation and can swing on simple things such as CC impressions. However, over time this will cease as their financials continue to improve. Worrying about the pps on a daily basis doesn't do anyone any good. Either you trust the due diligence you did before investing or you don't. IN the end it will all take care of itself.
I posted this earlier, but it got pushed down pretty fast so I'll repost now that the crew is gone.
Here is what HSCO is about:
HSCO did a 1000 to reverse split leaving about 3 million shares outstanding. Including what was held by company criminals, I mean insiders. There are now 260 million outstanding shares. and here is where they came from
Quote:
On March 5, 2012 the Company the Company issued an aggregate of 107,000,000 shares of its Common Stock to 5 individuals/entities, including 40,000,000 shares to Michael Zoyes the Company’s CEO, Presiident and a Director, 20,000,000 shares to Peter Ruggeri, the Company’s CFO and Director and 20,000,000 shares to Dominick Falso, the Company’s COO and Director. These shares were issued as compensation in lieu of salary. The shares were issued in reliance upon the exemptions from the registration requirements of Section 5 of the Securities Act of 1933, as amended (the “Act”), pursuant to Section 4(2) of the Act. The certificates evidencing the above mentioned shares contain a legend (1) stating that the shares have not been registered under the Act and (2) setting forth or referring to the restrictions on transferability and sale of the shares under the Act.
5
In March, 2012 the Company issued an aggregate of 150,000,000 shares of its Common Stock to 11 unaffiliated individuals/entities upon the conversion of $15,000 of outstanding indebtedness. The lenders loaned the Company the monies in 2010. The certificates evidencing the above mentioned shares were issued without legend in that Rule 144 permits the lenders or their assignees to tack back to the date of the debt which was more than one year prior to issuance.
http://www.otcmarkets.com/financialReportViewer?symbol=HSCO&id=82158
257 million shares held by insiders or by those that were paid because of debt. Almost 3 million shares traded today already, which is more than what is held by the public. The massive dilution cycle has begun again. I don't care if people want to gamble, but this deck is stacked against you.
To be fair I said "likely to go down". I agree it could go a nice run based on what is discussed. My opinion is that the expectations of the investors are they are going to give us fantastic news. I don't believe that will happen because the types of things we are waiting on are material events that will be PR'd and/or filed as an 8k. A conference call is not the place for those types of announcements, and Elite generally doesn't freely give out that type of information. Therefore, I believe that people will be disappointed even, if the conference call is generally positive.
This stock is very easily manipulated and I believe setting the expectation that we will get great news at the CC plays into the manipulation.
Footnote: If the financials that are released show us being profitable then I don't think the conference call matters at all. As I believe the numbers are more important than whatever will be discussed.
You can't possibly believe that the Conference Call is a game changer. It is a non-event. Nothing will be revealed that we don't already know, or will know from the financials. There may be some vague timelines thrown out, but they won't announce anything of value.
I'll save you the trouble of posting about it after the call. The pps will likely go down after it happens. It happens all the time for stocks all over the market. People are never satisfied because they think they are going to get great news, but the news NEVER matches expectations. It has nothing to do with ELTP and everything to do with the psychology of trading.
Actually the AS was increased at the same time as the RS.
N. Amendments Article of Incorporation or Bylaws; Change in Fiscal Year:
On January 5, 2012, the Company amended its Articles of Incorporation to affect a reverse stock split of all of the outstanding shares of Common Stock, at a ratio of between one-for-one thousand and to increase the number of shares of Common Stock the Company is authorized to issue to 6,000,000,000.
http://www.otcmarkets.com/financialReportViewer?symbol=HSCO&id=82158