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It may be worth a look down the road if they actually do get product in ALL Walmarts, not just this test in a few BS...Hpefully she will be gone by then....I just cant be in a stock she is in....sure sign of doom...
I snagged some lfbg Friday at .044 and immediately put in my sell at .11 and it hit. Never once went to the thread and have no interest in it anymore....lol You know Y? CJ HA!
Where do you find the time to bash? LOL
Just went ova there and you did stir them up. You basher you! LOL
I wouldn't be surprised one bit if Mike dumped shares and has created the illusion that something is up. It is naive to believe that companies don't have relationships with transfer agents. And TA's have backdoor relationships with market makers; it's all a game in pinkville. Come on Ken, nothing is up here, except a new group of bag holders. Except, have you seen new buyers? I don't read the board, are there new bag holders? Or is there just unexplained volume? And no, there is not a "mystery accumulator" LOL I suspect MD is selling shares. 200,000,000 x .0001 $20,000
And I stand by my assertion that VEVO will squash all the little ppl as VEVO will have trademark agreements in place. And spare me your long dissertation, I know where you stand.
MD said that he would encounter infrastructure issues once a certain user base was achieved. I just wonder if the infrastructure needs to be enhanced again (thus the dilution, same MO as before) as my player is not working very well.....guess Ill have to switch to VEVO when they come online...and I would pay for their premium service.....LOL
Anyone experiencing intermittent play on their Hypster player? Mine has been cutting in and out for about a month now. Anyone else?
AGLV is a complete P&D...... dont be the last one holding the bag.
CNI is not part of AGLV. Quit misleading ppl! Call the company, do some dd...geez
What product launch?
It was a joke. I guess it was too deep for simple minds to comprehend...lol
My email to Paul Gravette and his cavalier response:
RE: AGLV
Tuesday, June 23, 2009 5:15 PM
From: "Paul Gravette" <paul@paulgravette.com>Add sender to ContactsTo: "XXXXXXXXX" <XXXXXXX@yahoo.com>
Hello XXXXXXX!
Thanks for the email! I'm blank on your name?
Are you the XXXXXXX from Tn. who bought my Ferrari?
If so...hope you're taking care of it! That one was the best I've owned so far.
Looking forward to catching up!
Respectfully,
-------- Original Message --------
Subject: [SPAM] AGLV
From: XXXXXXX <XXXXXXXX@yahoo.com>
Date: Mon, June 22, 2009 6:35 pm
To: Paul@PaulGravette.com
Hey Paul-
I am trying to connect some dots. And in so doing I ran across you and Ray Grimm. I am trying to determine if you and Grimm are affiliated with Actis Global Ventures (AGLV)? Grimm is/was listed as the CEO of Actis....not sure he still is?? Any light you could shed would be greatly appreciated.
Thanks,
XXXXXXX
I just spoke with Alfred Hanser, he returned my call from yesterday actually. He says that Ray Grimm started a venture with Paul Gravette(CNI) while still CEO of AGLV. And is running the CNI venture out of the same building but now is no longer associated with AGLV...lol Now Hanser says he has quit at Actis and has started a class action against Ray because Ray started the CNI venture using AGLV funds and IS NOT running the proceeds through AGLV....it's a mess...be careful here.
Better becareful Ken....lol
http://www.detnews.com/article/20090622/METRO/906220404/-Spam-King--pleads-guilty-to-fraud
This will certainly stimulate licensing talks with big pharmas. The longer the big boys wait, the more they will have to pay based on positive phase ii results. If the science proves positive results in phase ii, we are going to sky rocket. But, it will take TIME!! Hold and buy the dips IMO
It might help if you get the ticker right...ADXS
Products and Services
Numoda Products Include:
Early safety signal detection system and database
Clinical Information Management/
Data Management and early reporting system
Clinical trial management system, which includes a GC project management and automated monitoring system
Prescreening, screening, enrollment and other tools for sites
Integrated Logistics Tracking and Management
Integrated, real-time labs
Numoda provides full services, and our specialty is:
Clinical trial enrollment
Proactive trial management and GC project management
Clinical Information Management/Data Management
Early integration
Safety monitoring
http://www.numoda.com/
Its great news! Here is another email I sent Mir that he never answered....lol
IndiaThursday, June 18, 2009 8:36 PM
From: "XXXXXX" <XXXXXXXXX@yahoo.com>View contact detailsTo: conradmir@advaxis.com
Hello again-
Has the health authority/ethics committee in India granted approval to commence a phase ii trial? And is there a CRO on board to manage the trial in India?
XXXXX
Advaxis Engages the Numoda Corporation to Oversee Phase II Clinical Trials of ADXS11-001
Date : 06/23/2009 @ 12:45PM
Source : Business Wire
Stock : Advaxis, Incorporated (ADXS)
Quote : 0.098 -0.003 (-2.97%) @ 7:57AM
Advaxis Engages the Numoda Corporation to Oversee Phase II Clinical Trials of ADXS11-001
Advaxis, Incorporated (OTCBB: ADXS), has engaged the Numoda Corporation, a leading clinical trial and logistics management company, to oversee Phase II clinical activity with ADXS11-001 for the treatment of invasive cervix cancer and cervical intraepithelial neoplasia (CIN; cervical dysplasia).
Numoda will integrate oversight and logistical functions with the clinical research organizations (CRO), contract laboratories, academic laboratories and statistical groups involved.
“The Numoda Corporation offers experience and resources that will enable Advaxis to execute multiple high quality clinical trials with precision, efficiency, high quality data and a rapid final study report,” commented Advaxis EVP of Science and Operations Dr. John Rothman.
Advaxis anticipates that the Numoda Corporation’s involvement will help expedite the clinical trial process. The Company anticipates initiating trial activity in September 2009 as described and delineated in the Company’s most recent 10-Q filing. For more information on public filing documents, please visit the US Security and Exchange Commission’s website at: www.sec.gov.
About the Numoda Corporation
The Numoda Corporation is a leading provider of clinical trial information and logistics services to promising life sciences companies. Numoda's services strengthen the business case for new therapies by ensuring efficient deployment of funds and immediate reporting for early assessment of progress to improve conditions for the acquisition of funding, licensing and partnering money for future success. The business offerings include business evaluation, budget projections and oversight; in conjunction with comprehensive management of clinical trials, patented information systems, logistics management and reporting tools with early transparency.
Advaxis, Incorporated
Based in North Brunswick, New Jersey, Advaxis is developing proprietary Listeria monocytogenes (Lm) cancer vaccines based on technology developed by Dr. Yvonne Paterson, professor of microbiology at the University of Pennsylvania and chairperson of Advaxis’ scientific advisory board. Advaxis is developing attenuated live Lm vaccines that deliver engineered tumor antigens, which stimulate multiple simultaneous immunological mechanisms to fight cancer.
For further information on the Company, please visit: www.advaxis.com.
I sent this to Mir today....no reply (yet)
Mr. Mir-
Debt financing PR says phase ii to start w/o further delay. 10Q says September after raising more money. Which is correct?
Today’s financing will enable us to progress phase II clinical trial activity without further delay,” commented Advaxis CEO Thomas A. Moore. “The investment environment today is very challenging but we are pleased by the significant investor interest in our company.”
http://ih.advfn.com/p.php?pid=nmona&cb=1245695284&article=38298498&symbol=NB%5EADXS
We believe this plan will provide us with enough time to allow us to raise $18,000,000 in funds by September 2009. These funds combined with the conversion of the $1,961,650 2009 Bridge Notes investments should meet our financial needs until December 2011. With these funds we anticipate starting two phase II trials this September; one in India in invasive cervical cancer and one in the United States in CIN. We also plan on a phase II trial in the United States with an unspecified start date to be sponsored by the National Institute of Health (“NIH”). All three phase II trials will use our ADXS111-001 investigational drug. As part of our strategy to enhance our development efforts we plan on filing, in the near future, a request for Fast Track Drug Designation in cervical cancer with the FDA, which, if approved, offers expedited regulatory review.
http://ih.advfn.com/p.php?pid=nmona&cb=1245695381&article=38330905&symbol=NB%5EADXS
ACTIS Global Ventures
1905 Aston Avenue Suite 101
Carlsbad California 92008
Phone: 760 448 2498
Fax: 760 931 1304
Since our inception until April 30, 2009, the Company has reported accumulated net losses of $18,143,984 and recurring negative cash flows from operations. In order to maintain sufficient cash and investments to fund future operations, we are seeking to raise additional capital and reduce expenses over the June through September 2009 time period through various financing alternatives. During the fiscal year ended October 31, 2008 the Company received $475,000 from Notes provided by our CEO, Thomas Moore. Although the Company repaid him $50,000 in the three months ended January 31, 2009, as of April 30, 2009 he has loaned $499,985 in additional Notes or $124,985 in excess of his $800,000 Note Purchase Agreement. In addition, the Company sold its New Jersey Net operating Losses to the New Jersey Economic Development Administration (”NJEDA”) on December 12, 2008 for $922,020 and has reduced the salaries of all our highly compensated employees effective as of January 4, 2009.
Since inception through April 30, 2009, all of the Company’s revenue has been from grants.
I guess phase ii trials are not funded and ready to commence as the PR suggested??
“Today’s financing will enable us to progress phase II clinical trial activity without further delay,” commented Advaxis CEO Thomas A. Moore. “The investment environment today is very challenging but we are pleased by the significant investor interest in our company.”
http://ih.advfn.com/p.php?pid=nmona&cb=1245695284&article=38298498&symbol=NB%5EADXS
We believe this plan will provide us with enough time to allow us to raise $18,000,000 in funds by September 2009. These funds combined with the conversion of the $1,961,650 2009 Bridge Notes investments should meet our financial needs until December 2011. With these funds we anticipate starting two phase II trials this September; one in India in invasive cervical cancer and one in the United States in CIN. We also plan on a phase II trial in the United States with an unspecified start date to be sponsored by the National Institute of Health (“NIH”). All three phase II trials will use our ADXS111-001 investigational drug. As part of our strategy to enhance our development efforts we plan on filing, in the near future, a request for Fast Track Drug Designation in cervical cancer with the FDA, which, if approved, offers expedited regulatory review.
http://ih.advfn.com/p.php?pid=nmona&cb=1245695381&article=38330905&symbol=NB%5EADXS
What do you mean?
Alfred Hanser, President Alfred Hanser is an experienced Marketing and Sales Consultant, as well as a successful entrepreneur. During his career, Mr. Hanser worked as a Management Consultant for a prominent international Marketing and Sales Consulting firm. He worked with Fortune 500 clients such as Merck, Pfizer and Johnson & Johnson. Further, Mr. Hanser co-founded a European medical device distribution company that has since grown into a multi-million-dollar operation with representation in 7 countries. He is also a co-founder of WellCare, Inc., a California-based Wellness Program Provider to affiliations with large membership-bases. Mr. Hanser serves on the Board of Directors for several U.S. and European companies, and holds Magna-Cum-Laude degrees in Organizational Behavior Business Policy and International Business from Southern Methodist University in Dallas, Texas.
Hanser is CEO now...I didnt get to talk to him, on CC
Just called the comp. Grimm no longer with the company.
Nothing really stands out to me except they were not able to come to terms with Penn on the Second amendment to the agreement for the additional patents and they may go into default. But they say they are still trying to come to terms with Penn. We need a license agreement!
This agreement has been amended from time to time and was amended and restated on February 13, 2007. We have acquired and paid for The First Amended and Restated Patent License Agreement. However, the Second Amendment that we mutually agreed to enter into on March 26, 2007 to exercise our option to license an additional 12 other dockets or approximately 39 or more additional patent applications for Listeria-Based and LLO-Based Vaccine dockets was not finalized. In order to purchase this Second Amendment as of April 30, 2009 we are contingently liable for $423,725 including the reimbursement of certain legal and filing costs. We are still in negotiations with Penn over the form of payment (some combination of stock or cash) and expect to reach a conclusion at the close of our next financial raise. These fees are currently unpaid and are not recorded in our financial statements as of the April 30, 2009. While we consider our relationship with Penn good we are in frequent communications over payment of past due invoices and other payables due to our lack of cash. If we fail to reach a mutual understanding Penn may issue a default notice and we will have 60 days to cure the breach or be subject to the termination of the agreement.
I picked up some 3's this am...what's the thinking here...core4? I'm having trouble finding much dd.
Current report filing (8-K)
Date : 06/19/2009 @ 8:50AM
Source : Edgar (US Regulatory)
Stock : (ADXS)
Quote : 0.11 0.0 (0.00%) @ 8:10AM
- Current report filing (8-K)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
_______________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 17, 2009
ADVAXIS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
[00028489] 02-0563870
(Commission File Number) (IRS Employer Identification Number)
Technology Centre of New Jersey
675 Rt. 1, Suite B113
North Brunswick, N.J. 08902
(Address of principal executive offices)
Registrant’s telephone number, including area code: (732) 545-1590
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
--------------------------------------------------------------------------------
Item 1.01. Entry into a Material Definitive Agreement
Effective June 17, 2009, Advaxis, Inc. (the “Company”) entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with certain accredited and/or sophisticated investors as set forth on Schedule A to the Note Purchase Agreement (collectively, the “Investors”), pursuant to which it completed a private placement (the “Offering”) whereby the Investors acquired senior convertible promissory notes of the Company (the “Notes”) in the aggregate principal face amount of $1,131,352.94, for an aggregate net purchase price of $961,650. The Notes were issued with an original issue discount of 15%. Each Investor paid $0.85 for each $1.00 of principal amount of Notes purchased at the Closing. The Notes are convertible into shares of the Company’s common stock, $0.001 par value (the “Common Stock”), all as more particularly described below and in the form of Note attached hereto as Exhibit 4.1. For every dollar invested, each Investor received warrants to purchase 2 ½ shares of Common Stock (the “Warrants”) at an exercise price of $0.20 per share, subject to adjustments upon the occurrence of certain events as more particularly described below and in the form of Warrant attached hereto as Exhibit 4.2.
The Notes mature on December 31, 2009 (the “Maturity Date”), if not retired sooner. The Notes may be prepaid at anytime by the Company without penalty. The Warrants are exercisable at any time on or before the fifth anniversary of the issue date of the Warrants. The Warrants may be exercised on a cashless basis under certain circumstances.
In the event the Company consummates an equity financing from and after August 1, 2009 and prior to the second business day immediately preceding the Maturity Date, in which it sells shares of its preferred stock, $0.001 par value, or Common Stock (“Qualified Stock”) with aggregate gross proceeds of not less than $2,000,000 (a “Qualified Equity Financing”), then prior to the Maturity Date, then the Investors shall have the option to convert all or a portion of the Notes into the same securities sold in the Qualified Equity Financing, at an effective per share conversion price equal to 90% of the per share purchase price of the Qualified Stock in the Qualified Equity Financing.
In the event the Company does not consummate a Qualified Equity Financing from and after August 1, 2009 and prior to the second business day immediately preceding the Maturity Date, then the Investors shall have the option to convert all or a portion of the Note into shares of Common Stock, at an effective per share conversion price equal to 50% of the volume-weighted average price per share of the Common Stock over the five (5) consecutive trading days immediately preceding the third business day prior to the Maturity Date.
To the extent an Investor does not elect to convert its Notes as described above, the principal amount of the Notes not so converted shall be payable in cash on the Maturity Date.
The Note may be converted by the Investors, in whole or in part. The Notes and Warrants include a limitation on conversion or exercise, which provides that at no time will an Investor be entitled to convert any portion of the Notes or exercise any number of Warrants, that would result in the beneficial ownership by the Investor and its affiliates of more than 9.99% of the outstanding shares of Common Stock on such date.
In connection with the Offering, the Company entered into a Security Agreement, dated as of June 17, 2009 (the “Security Agreement”) with the Investors, in the form attached hereto as Exhibit 10.2. The Security Agreement grants the Investors a security interest in all of the Company’s tangible and intangible assets, as further described on Exhibit A to the Security Agreement.
In connection with the Offering, the Company also entered into a Subordination Agreement, dated as of June 17, 2009 (the “Subordination Agreement”) with the Investors and Mr. Thomas A. Moore, the Company’s chief executive officer, in the form attached hereto as Exhibit 10.3. Pursuant to the Subordination Agreement, Mr. Moore subordinated certain rights to payments under the Moore Note (as defined below) to the right of payment in full in cash of all amounts owed to the Investors pursuant to the Notes; provided, however, that principal and interest of the Moore Note may be repaid prior to the full payment of the Investors as described below.
2
--------------------------------------------------------------------------------
The Company intends to use the proceeds from the Offering for among other things, (i) costs and expenses relating to the Company’s Phase II Clinical Studies in cervical cancer and CIN, (ii) costs and expenses relating to the Offering (iii) costs and expenses relating to obtaining one or more follow-on financings and (iv) general working capital purposes. The financing is intended to provide the Company with temporary liquidity to conduct its business while it seeks to raise additional capital. Additionally, the Company may use the proceeds to pay Mr. Moore up to approximately $186,000 in deferred salary.
The Notes and the Warrants were offered and sold to “accredited investors” (as defined in section 501(a) of Regulation D) pursuant to an exemption from the registration requirements under Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”). The shares to be issued upon conversion of the Notes or upon exercise of the Warrants have not been registered under the Securities Act and may not be offered or sold in the United States in the absence of an effective registration statement or exemption from the registration requirements.
Amendments to the Moore Senior Loan Documents
In connection with, and as a condition of, entering into the Note Purchase Agreement, the Company entered into an amendment to its current promissory note in the principal amount of $950,000 issued by the Company in favor of Mr. Moore (the “Moore Note”). Among other things, the amendment extends the maturity date of the Moore Note until the earlier of (1) January 1, 2010 or (2) the closing of a Qualified Equity Financing (as defined in the Note) which results in gross proceeds of at least $6,000,000 to the Company.
The foregoing descriptions of the Note Purchase Agreement, Notes, Warrants, Security Agreement, Subordination Agreement and Moore Note do not purport to be complete and are qualified in their entirety by reference to such documents, which are attached hereto as Exhibits 10.1, 4.1, 4.2, 10.2. 10.3 and 4.3 respectively, and incorporated herein by this reference.
Item 2.03. Creation of a Direct Financial Obligation
The information provided in Item 1.01 is hereby incorporated by reference to this Item 2.03.
Item 3.02. Unregistered Sales of Securities
The information provided in Item 1.01 is hereby incorporated by reference to this Item 3.02.
Item 8.01 Other Events
On June 18, 2009, the Company issued a press release regarding the transactions described above. A copy of the press release, which is attached as Exhibit 99.1 to this Current Report, is incorporated herein by this reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
4.1 Form of Common Stock Purchase Warrant.
4.2 Form of Senior Secured Convertible Note.
4.3 Form of Amended Promissory Note between Advaxis, Inc. and Thomas Moore.
10.1 Form of Note Purchase Agreement.
10.2 Form of Security Agreement
10.3 Form of Subordination Agreement.
3
--------------------------------------------------------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: June 19, 2009 Advaxis, Inc.
By: /s/ Thomas A. Moore
Thomas A. Moore, Chief Executive Officer
4
--------------------------------------------------------------------------------
EXHIBIT INDEX
Exhibit No.
Document Description
4.1 Form of Common Stock Purchase Warrant.
4.2 Form of Senior Secured Convertible Note.
4.3 Form of Amended Promissory Note between Advaxis, Inc. and Thomas Moore.
10.1 Form of Note Purchase Agreement.
10.2 Form of Security Agreement.
10.3 Form of Subordination Agreement.
This is the next PR I want to hear about. From the last 10Q:
Has Advaxis negotiated and paid for the option under the second agreement/amendment?
This license also grants us exclusive negotiation rights and exclusive options until June 17, 2009 to obtain exclusive licenses to new inventions on therapeutic vaccines developed by Drs. Paterson and Fred Frankel and their laboratory. Each option is granted to us at no cost and provides a six-month exercise period from the date of disclosure. Under this option we have finalized the First Amendment to the Amended and Restated Agreement for one docket and have negotiated licenses for more 12 dockets, with each docket having the potential of more than one patent. Under this Second Amendment to the Amended and Restated Agreement, there are an additional 23 patent applications. However according to this Second Agreement, we have the option to acquire licenses relative to these patents for an estimated $407,278, as of January 31, 2009, which includes the reimbursement of certain legal and filing costs. We are still in negations with Penn over the form of payment and expect to reach a conclusion at the close of our next financial raise. These fees are currently unpaid and not in our financial statements as of the January 31, 2009.
Mir and I exchanged a couple of emails today, but he didnt reply to the one concerning financing. Of course it is of a material nature and thus, he would not reply. I just wanna keep them on their toes....lol
The 10q delay, not a big deal, it will be out soon enough and we will see who the investor is. I bet the investor is Richard Smithline
I sent Mr. Mir an email this morning asking if they have funded phase ii trials and when they would commence. He didn't reply (directly) until the PR...lol
I have done extensive DD on the management team and am very comfortable in the direction Advaxis is heading and, of course, the technology could be historical.
Frankly, I don't get involved with guessing pps. It will propel us higher and long term this is the best news we could ask for. We really needed to get phase ii underway and according to the last 10Q they will commence right on time or a bit early. If you are a long, you have to like the way management is conducting business!
Now the licensing talks can heat back up. IMO
The investor will reap a nice ROI in short order as the debt instruments mature in 6 months. The notes that were issued allow the investor to cash out in 6 months at a 15% rate of return. However, it seems only at a face value of 90% of the million. And then the investor gets 2,500,000 warrants exercisable at .20. So they could reap $500,000 assuming they sell at .20 just from the warrants. I wish I had a million or two to fund them....lol
At $1000 per $850 invested you get 1176 notes with a face of $1000
1176 x 1000 = 1,176,000
90% of the maturity rate is:
1176000 x .9 = 1,058,400
2,500,00 x .20 = $500,000
Plus the $500,000 minimum return for warrants exercised at .20
** My math is adequate at best...lol....But that is the way I read it.
In the financing, senior secured promissory notes (Notes) were issued at an original issue discount of 15% whereby each Note had a $1,000 face value per every $850 invested. All Notes mature on December 31, 2009. If there is a qualified equity financing in place at maturity, the Notes can be converted into the same securities sold in the qualified equity financing at a discounted per share conversion price equal to 90% of the per share purchase price of the securities sold in the qualified equity financing. Warrants were also issued to the Note holders at a rate of 2½ warrants per every US dollar invested and at a strike price of $0.20 per share.
From the last 10Q
On January 5, 2009, in a letter received from the United States Food and Drug Administration (“FDA”), the Company was notified that it removed its clinical hold on our Investigational New Drug Application (“IND”). Under this IND the Company will now be able to commence its phase II cervical intraepithelial neoplasia (“CIN”) trial subject to financing needs and our responses to two requests for additional manufacturing lot measurements from the FDA.
If the minimum amount is raised then we anticipate starting a phase II trial in invasive cervical cancer in India this July and two trials in the US with unspecified start dates to be sponsored by the National Institute of Health (“NIH”) all using our ADXS111-001 investigational drug.
Great News! Phase ii will commence prior to receiveing the grant money next month. Now that phase ii begins, look out. Thanks Jean
I dont own it anymore. I have no more opinions on it.
They are sells...lol