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I'm glad to see the Baudax/TeraImmune slide presentation features Recro staff as members of their Senior Management Team.
Maybe the Board didn't like moving on them, but I sure do, if our IP moves/stays with us
https://www.sec.gov/Archives/edgar/data/1780097/000119312523187635/d518975ddefa14a.htm
I was making a valid point about Item 5.02. Do you care to address my point, or just waste my time?
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect. The decisions of Dr. Hohneker, Ms. Buxton and Mr. Xie to resign were not the result of disagreements with Humanigen on any matter relating to Humanigen's operations, policies or practices.
https://www.sec.gov/ix?doc=/Archives/edgar/data/1293310/000121465923009927/j7242308k.htm
Members of the board Title Age Since
Kevin Yili Xie Director/Board Member 53 2021
Rainer Boehm Director/Board Member 62 2018
Ronald Barliant Director/Board Member 77 2016
Cheryl Buxton Director/Board Member 63 2019
Cameron Durrant Chairman 62 2016
Omar Ahmed Chief Tech/Sci/R&D Officer - 2020
Dale B. Chappell Director/Board Member 52 2021 (as early as 2016?)
John Hohneker Director/Board Member 63 2021
https://www.marketscreener.com/quote/stock/HUMANIGEN-INC-25805137/company/
Hohneker and Xie joined the BOD at the same time, and resigned on consecutive days.
https://www.businesswire.com/news/home/20211020005343/en/Humanigen-Elects-John-Hohneker-MD-and-Kevin-Xie-PhD-to-Board-of-Directors
The problem I have is that Board Members have a fiduciary duty, including a Duty of Care to shareholders and the company.
https://www.cooleygo.com/director-fiduciary-duties/#:~:text=Directors%20have%20fiduciary%20duties%20of,the%20Company%20and%20evaluating%20opportunities.
How is resigning at the same time, causing a Nasdaq non-conformance for the company, the faithful execution of their obligated Duty of Care? Can the company seek to enjoin them from resigning, until new Board Members can be appointed? What is their collective liability for this breach of their fiduciary duty?
This is highly suspicious.
You can search my posting history for their names, Yooo. I have always said that I didn't know why Honecker and Xie were appointed to the board.
I can't comment on their appointment to the board. I just never understood it, whether it was good or bad.
I just transferred enough money from my bank to be able to double my position. With this new Schwab account, it looks like the money may not clear until tomorrow.
I never understood why Hohneker and Xie were appointed to the board. Their resignations, along with Cheryl Buxton's, caused the additional Nasdaq non-conformance.
https://www.sec.gov/ix?doc=/Archives/edgar/data/1293310/000121465923009927/j7242308k.htm
I haven't seen any email, News update on the company site, not even a tweet.
I see this, though, in answer to you question.
"Nasdaq plans to delist the stock from its Capital Market and suspend trading from Wednesday. Trading will switch to the OTC Pink Market, with Humanigen telling investors the delisting will harm its ability to raise money. Investors responded by sending shares in Humanigen down 72% to just five cents in pre-market trading."
https://www.fiercebiotech.com/biotech/humanigen-mulls-bankruptcy-after-reverse-merger-falls-through
This isn't the first time Nasdaq has done this to us. They delisted us before when we still had time to regain compliance. I think that was in 2017.
I just now read what Preciouslife1 posted, Newtg.
Did Nasdaq strike again? We should have 27 more days to regain compliance.
I'm surprised to see Cheryl resign.
There has been recent heated debate here regarding vaccines.
I don't have a personal stake in the issue, because I think my immune response system was programmed to respond appropriately 50 years ago, when I had a severe case of mononucleosis, and I now see that my daughters and granddaughter may have inherited that immune response system. My family and I are largely not vaccinated and have not been diagnosed with coronavirus (my youngest daughter did have 1 vaccine dose).
But I have long suspected that the coronavirus was subjected to gain of function research, with the goal of using the virus as a bioweapon. We're seeing confirmation of that in on-going House committee hearings. But it was suspected to be the case for years now.
"China is collecting the world’s DNA and the reason is sinister...
December 4, 2020
Gordon Chang warns next disease could be far more deadly than COVID-19...
China's reasons for wanting this information involve dominating the biotechnology industry which “is very important to them,” said Chang.
“They included it in their ‘Made in China 2025’ initiative, he pointed out, “which is a decade long program to dominate certain industries.”
The second reason is something much more sinister, “China is probably trying to develop diseases that target not just everybody, but target only certain ethnic or racial groups.”
https://www.foxnews.com/world/china-collecting-worlds-dna-sinister
Before dismissing this because of the Fox News link, consider the following facts.
The United States represents 4.23% of the world's population.
https://www.worldometers.info/world-population/population-by-country/
https://www.worldometers.info/world-population/
When the Johns Hopkins Coronavirus Research Center quit updating their platform in March of this year, the cumulative coronavirus cases and deaths were as follows.
US covid cases 103,804,263/
total covid cases 676,609,955
US percentage of cases 15.3%
US covid deaths 1,123,836/
total covid deaths 6,881,955
US percentage of deaths 16.3%
https://coronavirus.jhu.edu/map.html
In terms of vaccinated versus unvaccinated, I don't think an argument can be made, because there IS NO VACCINE.
I think Humanigen's lenzilumab is going to change that, when it is used in our patented cocktail of lenz with polyclonal antibodies, an anti-viral such as brilacidin, and a traditional vaccine, such as made by Novavax and Janssen.
The Big Pharma and mRNA proponents have to at least recognize the variant-specific limitations of their products and technology, and realize that the world's therapeutic arsenal is non-existent.
It doesn't have to be that way, not when products from Humanigen, Novavax, Janssen, and Innovation, may stand ready to be used as components of a real vaccine cocktail.
Magrolimab was 47's lead product. Good for 47 to have perhaps benefitted by the acquisition more than they might have benefitted by remaining independent.
But I see absolutely no comparison to lenz and Humanigen, and I expect that we will benefit far more without a Gilead alliance. I think Durrant and Dale are entrepreneurs, and that's a fire that you just can't put out once it starts burning.
I want our revenue to light up our earnings per share, and our most effective way to realize that is to keep away from large market cap entities, and let the shareholders be the beneficiaries of the company's success.
If Gilead is scrapping their late-stage study of magrolimab with azacitidine to treat blood cancer, I wonder how that bodes for the other half dozen or so trials using that drug combination.
https://clinicaltrials.gov/search?intr=Magrolimab&viewType=Table&page=1
Lenzilumab with azacitidine was the drug combination that resulted in our successful CMML study.
https://www.newsfilecorp.com/release/169164/Humanigen-Presents-Promising-New-Hematologic-Data-from-PREACHM-Trial-for-Chronic-Myelomonocytic-Leukemia-Treatment-at-the-2023-European-Hematology-Association-Congress
"Canadian Investment Regulatory Organization (CIRO) is the recognized SRO to operate as a successor to the Investment Industry Regulatory Organization of Canada (IIROC) and the Mutual Fund Dealers Association of Canada (the MFDA). IIROC and the MFDA amalgamated to continue as the New Self-Regulatory Organization of Canada (New SRO), effective January 1, 2023, which subsequently changed its name to CIRO on June 1, 2023."
https://www.osc.ca/en/industry/market-regulation/self-regulatory-organizations-sro/predecessor-self-regulatory-organizations/investment-industry-regulatory-organization#:~:text=IIROC%20and%20the%20MFDA%20amalgamated,CIRO%20on%20June%201%2C%202023.
In my experience, the US government's abuse of discretionary authority was never more clearly illuminated than when my former focus company, SpongeTech, would introduce an Original Issuance of Shares (OIS) to a group of investors who were located in both the US and in Canada.
IIROC came down hard on everybody involved: the clearing firm; the brokerage; and the individual broker.
For the most part, there wasn't a peep from the American Self-Regulatory Organizations (SROs) such as the Nasdaq, FINRA, or the SEC, for the protection of American investors who received shares from that very same block of shares issued by the company.
I was able to subpoena FINRA's Electronic Blue Sheets (EBS) trading records, which showed tens of millions of shares naked shorted every day. And the primary clearing firm SPNG used, Penson Financial (which came our of nowhere and had quickly become the country's 3rd largest financial firm), declared bankruptcy. The SEC also ended up, finally, charging Penson with naked shorting. Here is info for anyone interested.
https://www.sec.gov/news/press-release/2014-101
https://www.sec.gov/litigation/admin/2015/33-9914.pdf
Of note, though, is this:
"The Commission will hold funds paid pursuant to this Section in an account at the United
States Treasury pending a decision whether the Commission, in its discretion, will seek to
distribute funds or, subject to Exchange Act Section 21F(g)(3), transfer them to the general fund of
the United States Treasury."
from the 2nd link, page 23
The SEC is chartered to protect the investing public, and to return disgorged funds to injured investors. They should add a sentence clause to that mandate, "if they want to." They didn't want to restore injured investors against an informally associated individual here.
I don't know what management's plan is in regards to Failures to Deliver, but I'm glad they are astute enough to manage this situation themselves, by the design of their share structure, and I look forward to a 5:1 forward stock split, and a stock-for-stock merger, or two.
I wouldn't be surprised if we were actually under TWO business combination contracts, with PCI and with Baudax.
"...Baudax equity holders immediately prior to the acquisition will own approximately 18% of the combined Company..." formed with TeraImmune.
https://www.baudaxbio.com/news-and-investors/press-releases/detail/267/baudax-bio-acquires-teraimmune-inc
A similar equity ownership in PCI and Baudax-related business combinations would still give us majority control of Humanigen.
And just because whatever your group heard hasn't come to pass as expected, doesn't mean that it won't come to pass. I think the company must have positive regulatory decisions from Australia, or we would not have proceeded with our investment in Baudax. And our boys are like a dog with a bone when it comes to PCI. They won't let it go.
If you watched Geert's video that 1up shared with us today, vaccinated but re-infected patients could be facing a deadly prognosis when the inevitable, more virulent strain of covid begins to circulate in the coming months. The mutation of that deadly virus strain will be foreshadowed by increased "excess deaths" in covid-associated indications, as you mentioned.
You told Ruff to, "average down while the averages remain good, not gonna last."
Now you're saying that management has to get this drug going and quickly.
I thought you were within hearing distance of a source. These statements are contradictory, and I don't know how to consider them.
I hope Geert continues to communicate in videos.
But his comments regarding poor projected outcomes starting late this season, or early next season, for twice re-infected covid patients, is ominous. They need the lenz/vaccine/anti-viral cocktail NOW. At the least, they will need a lenz therapeutic infusion very soon after they become re-infected a third time.
Will ANYTHING force the US FDA to quit riding a dead horse, and give lenzilumab all the resources and support necessary to make sure this country is protected?
I'm sharing your link on Twitter, 1upandaway, and thank you for bringing it to our attention.
https://rumble.com/v2zt5n0-assuming-my-predictions-are-correct-who-will-be-at-risk-and-who-will-not.html
Gilead's Magrolimab strikes out as blood cancer treatment.
I think we will once again see the ultra value lenz has to enhance the efficacy of the primary treatment therapeutic, in this case, azacitidine, which is being used in our trial as well.
https://www.reuters.com/business/healthcare-pharmaceuticals/gilead-stops-late-stage-trial-blood-cancer-treatment-2023-07-21/#:~:text=July%2021%20(Reuters)%20%2D%20Gilead,it%20would%20not%20be%20effective.
I gave you the ZoomLenz version of progress.
"I think that the supportive data that can be harvested from the ACTIV-5 final report, coupled with the CMML study findings, and including our possibly comparable results to Gohibic in treating stage 6 patients (ACTIV-5 treated stage 5 AND 6 patients), that the FDA may find enough safety and efficacy data to make a favorable decision on approving a resubmitted EUA application."
I know management is planning to update our progress to regulators overseas, also, and that may be more likely to get approval. Pfizer owns the FDA.
ZoomLenz
Where the heck HHS Secy Becerra been while vaccine makers have left the US market and found standard marketing authorizations overseas, that they didn't get here?
our float is 229,164,012 shares, which is 192.45% of our 119,080,135 issued share total...
Now I'm thinking that our ultimate objective is to close out the unreported Failures to Deliver (FTD's). Do we really want to issue additional shares for that purpose? Or do we just want paid to close out those open positions?
I still think a piece of PCI Pharma remains an objective for the company
Granted, the share price will be reduced by 5, but the issue will become just finding the increased number of shares to deliver. It's going to be impossible to deliver 550M shares, when our new OS is only going to be 595M shares, and 238M of those will likely be restricted and transferred to our business partner.
I think that the supportive data that can be harvested from the ACTIV-5 final report, coupled with the CMML study findings, and including our possibly comparable results to Gohibic in treating stage 6 patients (ACTIV-5 treated stage 5 AND 6 patients), that the FDA may find enough safety and efficacy data to make a favorable decision on approving a resubmitted EUA application...But that will trash Pfizer's tens of billions of annual revenue dollars...That would destroy the case of the mRNA proponents,
especially after Black Horse's investment in Baudax Bio, I have never been more excited and confident in our immediate and spectacular turn-around
So I hope that our intended partner in our business combination is PCI Pharma, and that we can conclude negotiations, and perhaps end up with an equity stake in a company that could become our product manufacturer, and more.
I wonder if TeraImmune was the privately owned biotech that Humanigen was interested in.
Rule 204 Close-out Requirement. Baudax shares?
Janssen is planning on 3-3.5M vaccines, and Novavax recently got an order for additional 1.5M vaccines. If 10-25% of those vaccines are administered with a lenz cocktail, we could be looking at 500K - 1.25M doses of lenz
We probably just checked-off another requirement of the Nasdaq Appeals Panel.
So, we have management telling us in the 10-K that, if a secondary strategic transaction is required, as it may have been, that we needed to move on that by June 30th...June 30th is when Baudax Bio finalized their acquisition of TeraImmune...June 30th is also when Black Horse acquired 500K shares of Baudax Bio. See the 13-G.
(Baudax investment) portends regulatory approval of lenz as a CMML treatment, and will permit a successful 5:1 forward stock split
re-infections reflect a severe deficiency in memory retention on how to fight the virus with mRNA technology. Even more, this approach just causes the virus to continue to mutate.
I've talked about an $8.5B market cap as being a conservative estimate for Humanigen. When we were naively thinking that LIVE-AIR's phenomenally successful trial outcome would result in an EUA, and could yield a market cap in the $20B range, we had reason to think that.
Novavax had attained that level.
https://www.macrotrends.net/stocks/charts/NVAX/novavax/market-cap
Moderna did even better.
https://www.macrotrends.net/stocks/charts/MRNA/moderna/market-cap
Neither of those companies were much bigger than Humanigen before covid.
Probably within just the last six months, we have seen pandemic-level outbreaks in both China and Japan. Japan has reported that the virus does not seem to respond to any of the available treatments. They are hoping that a vaccine can be developed for this variant within the next month or so. Meanwhile, ICU's in major metropolitan areas are maxed out.
There is an irrefutable requirement for governments to be prepared to prevent and treat new covid infections. It is beginning to appear that lenz can do both, as a cocktail as well as a therapeutic.
So if there are 110M more shares currently in our market than the company has issued, I don't think I was out of line in asking the company to start the bidding for those shares at $201. That would give us a market cap starting at about $24B.
And we have more than just covid for our pipeline, including the $26B asthma market, and the $60B arthritis market, plus those indications I mentioned in this thread already.
https://www.precedenceresearch.com/press-release/asthma-treatment-market#:~:text=The%20global%20asthma%20treatment%20market,forecast%20period%202023%20To%202032.
https://www.globenewswire.com/en/news-release/2023/02/10/2605710/0/en/Trending-Global-Rheumatoid-Arthritis-Drugs-Market-Size-Share-to-Hit-70-1-Billion-by-2030-at-a-1-75-CAGR-Growing-cases-of-rheumatoid-arthritis-to-propel-market-demand-Facts-Factors.html
"The Volume and short volume are limited. It is not including all volumes from all Market.
Date Short Volume Total Volume Percent
2023-07-20 117,527 276,590 42%"
http://shortvolumes.com/?t=HGEN
There will be a plethora of indications for lenz once it is approved and becomes known to the medical community. Add to that HGEN005 for eosinophilic disorders (esophagitis, gastritis, colitis, leukemia, Hodgkin's disease), and ifabotuzumab, for solid tumors, plus partnership interest already for asthma and arthritis, we could have a very robust pipeline, and we will likely show a more dramatic increase in growth than the big players.
https://www.humanigen.com/hgen005
https://9e234b13-0cc4-4c74-b924-d7874342289e.filesusr.com/ugd/6ca631_113de746c52c4f0092dd3545c82f7e0b.pdf
https://ir.humanigen.com/English/news/news-details/2021/Humanigen-announces-preparation-of-Phase-1b-study-of-ifabotuzumab-in-solid-tumors-following-presentation-of-Phase-1-study-results-at-EANM21/default.aspx
I appreciate management more every day, Yooo.
I also thought it was pretty cool to see you add to your position in the last few days.
Whoa!! There was an extra zero. 600K?
I'm not worried about the day-to-day fluctuations. I think there is a fixed point at play here.
I've got a high confidence level in there being 110M excess shares in our market. But I'm glad you see how this really is a cornerstone of my thought on this. Others haven't noticed a thing. Thanks, eb.
I should also consider that PCI Pharma may still be a targeted business combination. I don't know if they're going to trade under the HGEN ticker, or whether we will combine a portion of our companies and trade under a new ticker.
But if it's a new ticker, perhaps we would accept purchase and delivery of those shares in lieu of closing out open FTD's. Buyers would not get shares in this transaction. But a motivated market could be an enticement for PCI to close the merger agreement with us.
50,000 pallets of product ruined, long-term delays expected. Pfizer will have to tap into the manufacturing capacity of covid products. Maybe we can help alleviate that covid vaccine demand.
What did they do last year, do you remember?
I expect the same this year. A majority vote.
Yes, our OS is 119,080,135, and with a 5:1 forward split it will become 595,400,675.
The 229,164,012 float number didn't make sense. Did it mean that our current float is only 45.8M? I dismissed that.
It correctly stated that the float of 229,164,012 was 192.45% of our current OS.
229164012 ÷ 119080135
So that's 110M shares more in the float, than in the OS.
The prior day, I recall that the float was about 110M. Overnight, it jumped to 229M. And a day or so later, it went back down to 102M (8M right to buy shares was exercised).
So it is clear to me that management has control of those shares that are above the OS, and have simply not reported FTD's yet.
Found these highlights this morning.
"Activist investor Elliott Investment Management acquires stake in Catalent and seeks board shake-up.
Pfizer's vaccine for Group B Streptococcus shows promising mid-stage trial results, $100M grant for late-stage trials & distribution"
https://newsfilter.io/
Details:
https://www.reuters.com/article/catalent-stake-elliott/update-1-activist-investor-elliott-takes-big-stake-in-drugmaker-catalent-wsj-idINL4N3954UM
https://www.cnbc.com/2023/07/19/pfizer-group-b-strep-vaccine-for-infants-returns-strong-trial-results.html
I don't my taxpayer dollars to provide funding to Pfizer, if they are interfering with lenzilumab's authorization to prevent millions of deaths that their covid vaccines won't save.
Asked and answered previously, dlog, as I recall. That float number was reflected in the Ihub HGEN fundamentals section, along with an OS of 595.400,675 shares. I think it was Transfer Agent confirmation of those numbers for consideration of the Nasdaq Appeals Panel.
I'm glad to see that Professor Hollenbach's work has progressed. You shared her earlier work with us, where she mentioned mononucleosis and it's HLA impact, which I think partially explains my avoidance of covid.
I'm only becoming aware now, as this result of her latest work, of the genetic implication. Maybe it explains why neither of my daughters became infected.
Yooo, if our float really is 229M, it's because of the design of our share structure that shorts think the float is as reported at 110M.
If Humanigen really does own as many shares as they issued, that, too, is because of the design of our share structure, which masked that accumulation and prevented it's detection.
I think a stock split is going to require that ALL shares outstanding be split 5:1. Illegal shorts will have to deliver 5 shares for every 1 they shorted. Granted, the share price will be reduced by 5, but the issue will become just finding the increased number of shares to deliver. It's going to be impossible to deliver 550M shares, when our new OS is only going to be 595M shares, and 238M of those will likely be restricted and transferred to our business partner.
"our float is 229,164,012 shares..." - "119,080,135 issued share total" = 110,083,877 naked short shares
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=172033302
I expect the company to declare a 5:1 forward stock.
So I believe whoever illegally shorted those 110M shares that are in our float, will have to deliver 5 times that amount since management will declare a 5:1 forward stock split.
"Rule 204 Close-out Requirement. Rule 204 requires brokers and dealers that are participants of a registered clearing agency to take action to close out failure to deliver positions. Closing out requires the broker or dealer to purchase or borrow securities of like kind and quantity."
If there just aren't enough shares of HGEN to permit delivery of shorted shares (550M shorted of the 595M OS we will have), I wonder if we would accept purchase or delivery of Baudax shares (BXRX). Current price $0.92 per share. Share to share? 5:1? 20:1? At the market? That's assuming we establish a stock-for-stock business combination with them, and feel it might be more advantageous than just closing our FTDs at a fixed or market price.
This could be a totally absurd question, but it's worth asking, since I don't know the answer.
Relevant to this discussion of a required equity offering versus just a short squeeze/forced covering.
"...our float is 229,164,012 shares, which is 192.45% of our 119,080,135 issued share total....The execution of a stock play, in and of itself, will result in a short squeeze that would allow us to meet Nasdaq listing standards, as well as to meet stock demand by resuming the $81M Controlled Equity Offering."
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=172033302
I believe the above data was sent to the Nasdaq Appeals Panel as it certainly impacts our PPS when there are 110M more shares in our market than what the company issued, and we plan to address that.
"Rule 204 Close-out Requirement. Rule 204 requires brokers and dealers that are participants of a registered clearing agency to take action to close out failure to deliver positions. Closing out requires the broker or dealer to purchase or borrow securities of like kind and quantity."
https://www.sec.gov/investor/pubs/regsho.htm
The above is just as a reminder to me. I mentioned something about this, but didn't remember that I leaned that from RegSHO.
So I see a scenario where all we need is a short squeeze...but the stock transfer associated with our business combination may have introduced a new dynamic to that.
I've been thinking about this quite a bit today. Now I'm thinking that our ultimate objective is to close out the unreported Failures to Deliver (FTD's). Do we really want to issue additional shares for that purpose? Or do we just want paid to close out those open positions?
I've been all over the map on this issue. But it's tough to get my head around a float that is 192.45% of our Outstanding Shares.
The other important date for us next month is Aug 21st, which is the deadline for us to regain compliance with Nasdaq listing standards, to include a $1.00 minimum bid price.
So when I first saw what I believe is our planned OS of 595,400,675 shares, that told me that the company was going to declare a 5:1 forward stock split (5 x 119,080,135 current OS).
So at a time when we know we need to see a higher share price to meet the $1.00 minimum bid requirement, the forward split is going to divide our current share price by a factor of 5, or to about 3 or 4 cents. That will also mean that our Market Cap has to jump to the $595.4M level.
But we need more shares than we have issued. Our business combination is going to get 2 times the number of shares we have in our OS currently, so 238,160,270 shares for them.
That leaves us with 595,400,675 - 238,160,270 = 357,240,405 shares.
If we take for granted that we want to maintain majority control, then we need to retain 595,400,675 x 51% = 303,654,344 shares. We could sell 357,240,405 - 303,654,344 = 53,586,061 available to sell, since it appears that management controls all the shares they have issued.
If our total funding requirement is $400M, we would need to sell the 53,586,061 shares available for $7.47 per share.
I'm going to leave this as a work in progress for the board's help. The factor to work into the equation is the 110M (550M post-split?) shares currently in our float that management did not issue. No matter how high the share price gets, if management needs to retain 303,654,344 shares for majority control, how can these illegal shorts be cured without an equity offering?
I hate this post.