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Thanks For the link! Your post deserves Sticky!
The article is from December 07, 2018 02:45 PM Eastern Standard Time
https://www.businesswire.com/news/home/20181207005472/en/Principal-Recommends-Shareholders-Reject-Sixth-Mini-Tender-Offer
The Sec advice is like a handbook for investors which was created in 2008.
So how those 1,000,000 shares to be tendered for after stealing from investors
I don't care when it was from...they warned about their modus operandi!
Thanks SMitty, your post puts the doubts to rest. There is demand for the SHLDQ SHARES.
They wanted for cheap as in the sec column they cautioned investors about Baker mills...
The SEC has cautioned investors that some bidders making mini-tender offers at below-market prices are “hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price.” The SEC’s cautionary advice to investors on mini-tender offers is available at https://www.sec.gov/investor/pubs/minitend.htm
They want to steal your shares!!1
The company was flush with cash and spent $6 billion buying back its own stock from 2005 through 2012. The hedge fund did not sell any of its shares.
https://www.nytimes.com/2018/10/18/business/sears-bankruptcy-edward-lampert.html#commentsContainer
Do you think they will lose their $6B investment- they need to recoup their loses only way to do is merge and trade it publicly.
From twitter
insert-text-here
One thing is known. SHLDQ Chairman Eddie Lampert and his Hedge Fund ESL held commons, and therefore voting rights. Owning 70%+/- is more than huge, no one could take over the company without their say so. To say that commons will not survive is somewhat ludicrous. Why would Lampert cut his own throat? Commons have voting rights and thus, he controls the company’s actions win or lose.
So, bottom-line:
1) Commons are safe.
a. They will be exchanged for NEWCO shares
b. Should be on a 1-1 ratio, but who knows
2) 375+/- stores will be liquidated to pay down debt.
3) 425 Surviving stores will make up the “New” Sears
4) June POR to be released
5) Debtors will be paid as assets are sold off and revenue comes in
This is jmho and how I see things evolving. Sure there can be and will be changes going along the way, but again, the hard part is done…Lampert and ESL survived the biggest holocaust they ever faced.
6) A Hedge Fund, Fairholme, owned by Bruce Berkowitz holds mount beneficially owned:
Fairholme Capital Management, L.L.C.: 3,900,408 (3.6%)
Bruce R. Berkowitz: 4,578,440 (4.2%)
Fairholme Funds, Inc.: 2,774,489(2.5%)
https://www.otcmarkets.com/filing/html?i...
Other institutional shareholders:
https://www.morningstar.com/stocks/pinx/...
There are about 30 million public float.
Here is a comparison study between WMI and SHC Bankruptcies:
1. Both Companies have hired Weil, Gotshal & Manges - experts in protecting the NOLs/ Tax Attributes and in Reorganizations.
2. Both Companies sold substantially all of their Assets in Bankruptcy. WMI sold its Bank WAMU to JPM and SHC just sold all of its Operating Stores to ESL.
3. Both Companies have/had significant NOLs. WMI had $ 7.5 B in NOLs and as of Feb 3, 2018 SHC had $ 5 B in NOLs with an additional $ 1.9 B in Losses in the 9 months following Feb 3, 2018. That would be $ 6.9 B in NOLs as of Nov 3, 2018.
4. In the WMI Bankruptcy over 90 % of the reorganized Common Stock were issued to the Preferred and Common Shareholders. After WMI was emerged from Bankruptcy as WMIH with the limited remaining Assets, the WMIH Stock traded in the .50 range and then eventually increased to about $4.00
5. $WMIH was eventually merged with $COOP to utilize $ 6 B in NOLs which is trading at $14.70
6. It is my opinion that it was the $ 7.5 B in NOLs that saved the WMI Preferred and Commons. And I think that the same event could happen with the SHLDQ Commons.
Read this about NOL
insert-text-here
Many of these NOL corporations have also had to
raise new debt or equity capital in order to survive
during the prolonged recession.
These capital formations may include (1) the private sale or public offering of common or preferred
stock or (2) the issuance of debt instruments with
some type of an equity feature
Section 382(l)(3)(C) specifically addresses the issue
of fluctuations in stock price/value (depending on
whether the stock is public or private) for an NOL
corporation with multiple classes of stock outstanding.
Let Say Eddie would cancel all the shares in SHLDQ - how he will benefit from it? He will lose what he invested so far...The best option is is to exchange 1-1 of the new one. In this way its win -win situation
Thanks SP4..That explains !!
Yes Mockba! I am also with you. People spreading false fear here. What I am saying is if the shares are worthless then why would anyone acquire common stock as stated as below!
t's at the very end of Annex B in the Form 13D. See below:
https://www.sec.gov/Archives/edgar/data/923727/000119312519036184/d673785dsc13da.htm
(1)
Represents the number of shares of Holdings Common Stock that may be acquired within 60 days upon the conversion of the Second Lien Term Loan into shares of Holdings Common Stock. Holdings’ obligations with respect to the Second Lien Term Loan may be converted into shares of Holdings Common Stock at the option of an eligible holder at a conversion rate of 200 shares of Holdings Common Stock per $1,000 in principal amount of indebtedness outstanding under the Second Lien Term Loan (subject to adjustment).
(2)
The sales and purchases, as applicable, reflected in this Annex B were each effected at a transaction price equal to 79.375% of the applicable principal amount of the indebtedness outstanding under the Second Lien Term Loan that was sold or purchased, as applicable.
Exactly I didn't read anywhere....i just want to point the Mehdi post# 24875.
t's at the very end of Annex B in the Form 13D. See below:
https://www.sec.gov/Archives/edgar/data/923727/000119312519036184/d673785dsc13da.htm
(1)
Represents the number of shares of Holdings Common Stock that may be acquired within 60 days upon the conversion of the Second Lien Term Loan into shares of Holdings Common Stock. Holdings’ obligations with respect to the Second Lien Term Loan may be converted into shares of Holdings Common Stock at the option of an eligible holder at a conversion rate of 200 shares of Holdings Common Stock per $1,000 in principal amount of indebtedness outstanding under the Second Lien Term Loan (subject to adjustment).
(2)
The sales and purchases, as applicable, reflected in this Annex B were each effected at a transaction price equal to 79.375% of the applicable principal amount of the indebtedness outstanding under the Second Lien Term Loan that was sold or purchased, as applicable.
Question to the people who claim here that Share are worthless then above 2 points tells different story.
Why they do this if the Share are deemed to be Cancelled!
Nope...They have to disclose per Law if the common shares are deemed to be cancelled..I have been in process of BK companies...when they file BK and at this stage when RE-Org happens and 8K will be released as happened here now. At this stage they must have that sentence in 8K as a plan to go forward.
Many Bankrupt companies they disclose SHARES ARE CANCELLED or WORTHLESS in 8K
when they come out of BK or RE-ORG..Here nothing mentioned , i can't find any sentence , moreover we find Page -38 Convertible.
-Eddie own the shares
-He talks every Stakeholder benefit from the re-org
-NOL part
Comment from LP -" We greatly respect our shareholders' ability to see these attacks for what they were. And most importantly, with the goals of this Special Shareholder Meeting fully accomplished, we plan to continue moving forward vigorously with our programs."
"we plan to continue moving forward vigorously with our programs" with no end in sight? lol
Hopefully we shouldn't receive 8K cancellation of presentation. She pulled this stunt many times in the past..may be this time shouldn't be another one to get votes!
I thought about this why there is no +ve spin post around this dilution. There we go we have one!!
Simple Question, why can't go for DILUTION after throwing us some solid bone? why now again after recent raise of $12M?
This has become a Pattern for LP, Don't ask the preview just pay for movie.....
Moreover why to participate in the offering when you can buy below $.23
Believe me I am long but turning my view ...enough is enough!!
I have a buy order at .233 for 40k shares, anybody please fill me in....
This News will be enough to sky rocket this depressed price!! Start of the Good Times!!
thats called sweeping the stop loss orders and keeping ask up!!
It tight B/A --next? Breakout to upper levels.............
THIS IS AMAZING NEWS!! at last we are slowly coming out of the woods!!
I truly understand your opinion on this!! You are not only the one we are all in the same boat!!
i believe the end is near for good!!
Seems like you sold and now you are whinning it so that you can rebuy at .17, This is not going to happen Marty Boy!!
Read between the line 8K issued on Sep 22nd mentioning about interim results. The deals in today's 10Q was around the same time frame. what did this will tell you?
The deal with cognate has to be closed before sept 30th....
Some here are really disappointed by 10q since they expected NWBO to file BK but LP negotiated the debt...is it bad??..Cognate they know their shares are worth more....
Stay tuned...Results is around the corner!!
Hi Flip,
You wrote: My frustration is with communication about topline.
There is no need for them to mention about this communication in this 10q, THIS Represents actions about what happend last Q period. May be we may see results tomorrow early morning!!
This 10Q represents the events/deals happend for the Quarter ending Sept 30th. The 10Q updates what it should happend in last quarter. Thats it!! this is old news
we are in now in Novemeber. lot things happend!! stay tuned!!
Moreover Cogbate Write off 5m and they know their shares are worth more tomorrow!!
no it will not be in that way!! All RS are not bad!! let say we are at $10.00 with 400M cap, a reverse split 1:4 will be 100m OS. They may raise some millions here but its win-win situation since price will react to the revenue and science.
Look at Price line , after RS it keeps climbing!
Also they may buy back all the shares.
Hold on your Shares Guys!! It will be worth more than what you realise!!
Stop this idiotic financing topic: LP raised minimal 500k last time and bought some time. It will be stupid to dilute at these levels when anticipating phase 3 results and she can sell same shares worth of multiple times.
From A Yahoo MB:
Flipper44 7 hours ago
There is a rumor that topline results will be released somwhere between now and conference on December 6, 2017.
I am more a science type than finance type so I'd like to know what's the prediction of finance experts here on the size of the opening gap when we get to know the results ?
All ducks in A row.
1. Trademark regisration
2. PATENT confirmation
3. Hiring at Cognate and Swanston
4.Recent Article from UCLA
5.Articles from CURE and Dallas Journalist on DCVAX
6.Recent FDA news which fits the'Glove'
7. Above All 8K mentioning interim data release
8. Dec 6th Presentation
9.Recent move in the stock price and volume surge
let see what fall in #10 Journal/results/AA
We will see very soon!!
I remember someone said that we never see 1 cent raise gain and this sp WILL NOT CROSS 20c again!!
Eat Crow now!!
Yes, If it was financing LP would have financed last time when she raised 500k. Also it may not be related to FDA news becoz NWBO SP never reacts to speculation since if that is the case we would be seeing stock price at double digits when Survival figures came out in last conference....just extending life for months stock rockets in other SP'S...BUT WE NEVER HAD THAT LUCK!! so this run has to do something with the real news we are waiting for...we are just still in peanuts zone!!
by the way I also added 10% last week and 5% today!!
It has been a long wait !! Someone quited it get day we will not see 1c up but many cents to go!!
Seems Like it....this time is real!!
Again Bid is above the current price!!