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Aronson vs ACTC:
Yesterday, ACTC filed a motion to recover legal fees for the past 2 1/2 years to the tune of $627,257.40 Motion will be heard on June 9,2010.
Graeme,
The ONLY item that is right is possibly the Polaris Equity holdings.
OS# is approx. 877MM shares
Insider Shares can be found here,
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=48388502
louisa,
My gut feeling is he is not informed enough to even write this blog. FWIW.
I agree.
do you think we will end higher today,
I find the paltry daily moves up or down irrelevant and don't pay much attention to it. With over 800MM OS and light volume the MM's mirror a kitten batting a ball of yarn around, jmo.
Up until recently, ACT was a Massachusetts-based biotech focusing on stem cells.
However, ACT appears seriously committed to California research and has not just an HQ but also a GMP facility here and I expect more and more of their work to occur on California soil, creating additional jobs
What GMP facility? Sounds like we moved back to California?..:)
bball,
Your question is/seems based on lenders holding shares from depressed levels until share price is enhanced, if I am wrong on what you are asking, let me know.
I will start by saying I have spoke with dozens of funding companies like ACT has been involved with over the years. If I came away with one thing it would be the fact these folks are not investors, like most people think. They differ from institutions that buy in companies for future growth and gains. They are in the business to make the most money possible in a relatively short time frames. They don't invest/finance $10MM on a highly speculative stock HOPING good things will transpire. Most of these folks are happy to make the 35% in a month or two by selling. For every $1MM they lend ACT they can make $350K or better if things are stable. They are protected upfront and rewarded for lending the money, they usually never squander what is given to them. I am not suggesting some of these companies don't hold a few shares but the majority I have spoke with run a money making short term business plan and have no intent on holding until the cows come home or taking any big time chances. Shareholders are looking for the "big one" while finance companies take the sure thing and then some.
bball,
$100,000,000 x 1.35 divided by .095 = 14,210,000 shares of common.
ACT doesn't have enough shares to do the above. The maximun we can borrow is $10MM not $100MM, The shares needed in above scenario is 1.4 Billion...So let me know if you agree and we will go from there.
To those mailing about Optimus Financing, this is what we have to date,19.286 MM shares delivered in first tranche. If another tranche was delivered we most likely will not know until 10Q which is due May 10. And yes, the conversion into shares takes place at a 35% premium to dollars actually received, spelled out in link below.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=47909675
New location,
according to office space still retained by Sepracor(32,000 sq.ft) and what ACTC has(10,600 sq, ft), the two would occupy about 72% of total office space.
33 Locke Drive is a first class office and laboratory facility leased to Sepracor, a pharmaceutical company with annual sales in excess of 1.2 billion a total of 60,477 square feet on two levels. The building contains a mix of 60% first class office space and 40% lab space.
Dainippon Sumitomo Pharma would make a nice "sugar daddy" in an upcoming stem cell company..
In October 2009, Sepracor was acquired by Dainippon Sumitomo Pharma Co., Ltd., a top-ten listed pharmaceutical company based in Osaka, Japan, providing DSP access to Sepracor's fully integrated U.S.- and Canadian-based pharmaceutical infrastructure and pipeline platform.
Dainippon to buy U.S. drug firm Sepracor for $2.6 billion
http://www.reuters.com/article/idUSTRE58165U20090903
louisa,
How I wish I were intelligent enough to figure out why this share price is dropping esp, after Lanza's presentation last week, one would hope some deep pocket folks there would have seen the merit in what the company is doing.
As stated prior, no Biotech Company to my knowledge has had more press, been to more conferences, made more presentations or announced more break through technologies than ACTC in the last 10 years. We need to get into the GAME and prove we have something, the talking points were over long ago. The market is saying "show me". We had more volume when we were in default with CD holders...lol
bball, I asked admin to delete so I could post all info in one post and delete the Sepracor info which was irrelevant..thanks
NEW ACTC LOCATION INFO:
*33 LOCKE DRIVE, Marlborough,MA* _FIRST FLOOR_
*LOCATION:*
http://www.google.com/search?q=33+Locke+Drive%2C+Marlborough%2C+MA&rls=com.microsoft:en-us&ie=UTF-8&oe=UTF-8&startIndex=&startPage=1 <http://www.google.com/search?q=33+Locke+Drive%2C+Marlborough%2C+MA&rls=com.microsoft:en-us&ie=UTF-8&oe=UTF-8&startIndex=&startPage=1>
*Photo:*(click picture to enlarge)
http://www.loopnet.com/Listing/16388690/33-Locke-Drive-Marlborough-MA/
A few others on Locke Drive
http://www.bioportfolio.com/biocorporate/search/city/Marlborough.htm
*Xcellerex, Inc.* 170 Locke Drive Marlborough,Massachusetts
Xcellerex *offers contract services for bioprocess development* and manufacturing. Process development services include the full range of process optimization activities using the PDMax? platform. Manufacturing services include microbial manufacturing under cGMP and mammalian manufacturing using the proprietary FlexFactory? platform. *Xcellerex can provide assistance with management of GMP cell banking, management of cell line testing and assistance with preparation of documentation for IND or other regulatory filings.*
*Whatman - HemaSure Incorporated*140 Locke Road
Marlborough MA
Whatman is known and recognised throughout the world for its expertise in separations technology and the range of unique and innovative products that this technology makes available to analytical laboratories, healthcare and bioscience applications.
*HemaSure Incorporated* 140 Locke Drive Marlborough MA
HemaSure Inc. is a wholly-owned subsidiary of Sepracor Inc. ("Sepracor"). Sepracor transferred to the Hemasure its technology relating to the manufacture, use and sale of medical devices for the separation and purification of blood, blood products and blood components and its membrane filter design technologies.
*BioSepra Incorporated*
BioSepra's proprietary tools for the analysis, purification, and manufacturing of biomolecules - HyperDiffusionÆ chromatography media, large-scale production gels, lab-to-large scale columns - add a new dimension of productivity to bioproduction antibody
yep, pretty standard transition...eom
should have been completed by now.
Not necessarily, they have until the end of month at Worcester.
"We have the Worcester facility under an eight year sub-lease which expires on April 30, 2010."
louisa,
not following the correlation between FDA fast tracking and the hiring of an IP / Licensing Advisor?
According to the March Corporate Update Matthew Vincent, PhD, has been added to the team as IP / Licensing Advisor.
(slide 18 at this link)
http://www.advancedcell.com/documents/0000/0228/BioEuropePresentation2010-for_website.pdf
Vincent had worked at Ropes&Gray prior who did patent work for ACT.
Vincent submitted his resignation from the Bar while disciplinary charges were pending last fall.
http://www.mass.gov/obcbbo/bd09-075.htm
http://www.allbusiness.com/legal/legal-services-law-practice-major-us-firms/12954351-1.html
Example of patent work with ACTC prior:
Agent: VINCENT, Matthew, P. et al.; Ropes & Gray LLP, One International Place, Boston, MA 02110 (US) .
http://www.wipo.int/pctdb/en/wo.jsp?WO=2009085212
The FDA Application Orphan Drug Status can be viewed here for those who haven't seen it.
http://www.accessdata.fda.gov/scripts/opdlisting/oopd/OOPD_Results_2.cfm?Index_Number=299409
dianne,
"ACT is currently on clinical hold pending a response from the Agency, which it expects within the next few weeks."
How many weeks ago WAS that!
The "response" you speak of from the FDA adressing concerns that ACTC must satisfy to gain clinical clearance has not been sent? Why would you think that?
louisa,
nothing is very quick,the last time around it was about a 30 day deal. Hopefully sooner.
(The following is a transcript from a conference call held by the Company on September 8, 2009)
"The Company has initiated the relisting process. It has found a sponsoring broker dealer who has filed the FINRA required Form 211 (which is an extensive series of applications). We have received comments back from FINRA and will be endeavoring to address them. Since we do not control their review process I would prefer not to speculate as to timing."
Relisted to OTC:BB October 6, 2009
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=42242950
Stockrock,
I won't guess what news or what level the pps could or can reach or most importantly, maintain. Does it make a difference where the pps can go and maintain comparing a 50MM share float to a 800MM share float? Absolutely, to think any different is naive. IMO, Caldwell is well protected under his contract and the mega shares he received. Whether the price one year from now is $1 or .05 he has the opportunity to make money, and possibly huge money.
harlem,
A few things to take note of first:
1)The majority of that massive blast of shares Caldwell was recently issued is restricted for one year.
"All such restricted stock granted to Executive will be restricted to provide that Executive cannot sell such stock for a period of one (1) year plus one (1) day following the grant date of such restricted stock;"
http://www.sec.gov/Archives/edgar/data/1140098/000114420410013897/v177442_ex10-135.htm
2)If or when any insiders sell we will see some Form 4's popping up here. Until that happens it is only speculation on the selling end.
http://www.sec.gov/cgi-bin/own-disp?action=getissuer&CIK=0001140098
Ok, why would Lanza sell? In all honesty you would have to ask him. But, I will ask you a question which in turn may or may not shed some light on the topic.
Harlem, you have 38MM shares. As in any stock or future programs there are absolutely no guarantees. You have 18MM shares with no cost basis. Would you consider selling 18MM shares at .10 and pocketing the $1.8MM knowing you had another 20MM shares in the hopper for a later date at higher or posiibly much higher prices? Personally, I fall into that camp. Once again, if in fact selling occurs, we will know about it...
louisa,
Could be sooner or could be later.
IMO, I don't believe you will ever get a "hard date" from the FDA. With that said, a guesstimate is most likely. When ACT was using 1st qtr of 2010, that was a guesstimate also. When ACT sends in their complete responses regarding FDA concerns(this could have happened several times for all we know) the only thing definite is when the FDA notifies ACT the HOLD has been lifted. Once FDA clearance is obtained then the IRB process kicks in:
(from Caldwell)
"As soon as we receive clearance from the FDA, we will finalize our investigators and sponsoring eye clinic or hospital and begin a process to gain IRB (Institutional Review Board) approval to conduct the trials at that particular site. Typically, that process takes 60-90 days depending on the institution’s internal protocol approval requirements."
http://www.sec.gov/Archives/edgar/data/1140098/000101376209001648/form14a.htm
Clinical Hold process:
http://www.fda.gov/RegulatoryInformation/Guidances/ucm127537.htm
Mail asking about FDA clearance for trials by end of 1st qtr?
The new timeline posted by ACTC is 3rd qtr,( July, August, September). It can be viewed at link below.
(page 17)
Receive FDA clearance to commence with Phase I Clinical
Trials Q3 2010
http://www.advancedcell.com/documents/0000/0228/BioEuropePresentation2010-for_website.pdf
okoil,
Is there ANY thing we can do about some of these outlandish amounts of stocks and $$$'s being given out to those who are running this company?
Not really, the 3 people who recommended the big increases are the same 3 people who approved it.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=47072090
You could vote the BOD's out but we haven't had an annual meeting in over 2 years and their term was for a year. Caldwell has a contract as CEO, so he stays.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=46288263&txt2find=one|year|term
fwiw,
(from 10K 2 weeks ago)
We currently own or have exclusive licenses to over 45 patents and have over 170 patent applications pending worldwide in the field of regenerative medicine and stem cell therapy.
(Current S-8)
We have developed and maintain a broad intellectual property (IP) portfolio, with ownership or exclusive licensing of over 28 issued patents and over 170 patent applications in the field of regenerative medicine and related areas.
stockibot,
point taken. fwiw, beneficial ownership percentages are always based on OS# not AS#. Currently insiders hold approx. 19% of OS#. Two weeks ago on March 12th they owned only 5%.
However, I am strongly of the view that if it wasn't for Caldwell all the investors would be up the creek without a paddle.
and I see it much differently.
Does all the following seem in line with other stem cell companies,
you know, the ones that have a sp 50-70 times higher and 10 times less shares?..lol Maybe you and others can justify it, I can't.
Caldwell: For year 2010
$480K salary per year
$100K Retention Bonus
80MM+ shares(for whatever reason?)
Stock options? who knows
If we close year end at 15 cents/share he receives another $480K
or
If we close year end at 20 cents/share or higher he receives another $960K
In addition, at the first meeting of the Board following the Commencement Date of this agreement, Company will recommend to the Board that the Company grant to Executive options (the "Initial Options") to purchase an additional 100% of the existing aggregated employee options that were previously or are currently awarded to Executive under the Company’s 2005 Stock Option Plan (the “Plan”).
(b)Executive shall also be eligible for subsequent grants of stock options during the term of this Agreement as determined by the Board in its sole discretion under the Plan
The Company shall pay all unreimbursed out-of-pocket costs associated with an annual physical examination of Executive, such amount not to exceed $3,000 per year.
5.6 Executive shall be reimbursed for his legal fees incurred in connection with negotiating and drafting this Agreement up to a maximum of $10,000.
5.7 Company will reimburse Executive for the requisite annual premiums for a policy of 25-year level-premium term life insurance coverage in the amount of Three Million Dollars ($3,000,000) for Executive (with Executive designating the beneficiary of such life insurance). Executive will submit an invoice to Company for reimbursement of the annual premiums.
6. Automobile. The Company shall provide Executive a car allowance of $600 per month, payable on the Commencement Date and on the 1st day of each calendar month thereafter. In addition, the Company shall reimburse Executive for reasonable actual expenses incurred (including, without limitation, gas, scheduled and unscheduled maintenance and repairs, insurance, registration fees and taxes) in operating the vehicle used for business purposes subject to the provisions of paragraph 8.
7. Vacation. Executive shall be entitled to six (6) weeks annual paid vacation in accordance with the Company’s policy, in addition to holidays and other paid time off (excluding vacation) provided to similarly situated executive officers of the Company. The maximum amount of accrued vacation to which Executive may be entitled at any time is twelve (12) weeks.
Business Expenses. During such time as Executive is rendering services hereunder, Executive shall be entitled to incur and be reimbursed by the Company for all reasonable business expenses, including but not limited to, at least business class airfare while traveling at least 1,000 miles from Executive's home city (at least coach class for travel under 1,000 miles), first class hotel accommodations, ground transportation while traveling, reasonable meals or an agreed upon per diem while traveling, mobile telephone and text messaging charges
The approx. 877MM shares is the Outstanding share number which includes the insider shares, if that is what you meant? The fully diluted count must be close to 1.25Billion which is what Caldwell received shares on....Great concept, eh? The more shares issued the more bonus shares you get?????????...unreal
(from 8k)
The Company will recommend to the Company’s board of directors that the Company issue to Mr. Caldwell restricted common stock in an amount equal to the greater of (a) 70,000,000 shares or (b) 7% of the Company’s fully diluted shares of issued and outstanding common stock.
Graeme50,
If in fact Caldwell or any other insider was loaning money to the Company or not taking compensation it would need to be addressed in the filings. I have seen no such entries but instead see only where they have been paid full salaries and bonuses. I would very much like for someone to point out the contrary..
Beneficial Owner Increases,
Caldwell March 12(10K) went from 5,210,586 shares to 94,563,717 shares...Increase of 89,353,131 shares
Lanza March 12(10K) went from 6,594,469 shares to 37,192,203 shares..Increase of 30,597,734 shares
Alan Shapiro March 12(10K) went from 15,901,144 shares to 21,783,748 shares..Increase of 5,882,604 shares
Gary Rabin March 12(10K) went from 7,037,430 shares to 12,928,423 shares..Increase of 5,890,993 shares
Total Insider Share Increase
131,724,462 shares
S-8 Info,
http://www.sec.gov/Archives/edgar/data/1140098/000101376210000615/forms8.htm
As of March 26 , 2010 ACTC has 876,998,419 OS
Caldwell..94,563,717 shares
Lanza..37,192,203 shares
Allan Shapiro..21,783,748 shares
Gary Rabin..12,928,423 shares
louisa,
IMO, ACT did everything according to rule when they became fully compliant with the SEC filings. They got a market maker to sponsor them, meaning they have in possession all info and records required here:
http://www.law.uc.edu/CCL/34ActRls/rule15c2-11.html
Once the "frequency-of-quotation test" is applied/approved then other market makers are piggyback qualified meaning they do not have to submit a 211 to play the game. So, once our sponsoring MM did not quote ACT according to FINRA rules, we were removed. I would assume ACTC is working on or has another MM in line to submit a 211 to resume being quoted on OTC:BB. In February we had 24 MM's that actively traded ACTC, one would be our Sponsor MM and quite possibly 23 of them piggybacked. IMO, the only thing ACTC could have done differently was to have 2 or more sponsor MM's which in most cases is not necessary. Anyway, that is how I read it and I don't blame ACTC at this time.
____________________________________________________________________
How many market makers are required for a security to be on the OTCBB? A minimum of one market maker is needed. Instructions on how to get a list of market makers are above.
How does a company get on the OTCBB?
An issuer may not submit an application directly to be quoted on the OTCBB. A market maker must sponsor the security and demonstrate compliance with SEC Rule 15c2-11 before it can initiate a quote in a specific security on the OTCBB. Please visit our How To Quote Securities page in Market Maker Services for detailed information on quoting a security on the OTCBB.
Piggy-Back Rule
A "piggyback qualified" security is one that meets the frequency-of-quotation requirement described in SEC Rule 15c2-11(f)(3). The frequency-of-quotation test or "piggyback" exception is based on whether a broker/dealer has itself published quotations in the security in the applicable interdealer quotation system on at least 12 business days during the preceding 30 calendar days, with not more than four consecutive business days without quotations. Once this criteria has been satisfied, authorized participants may register on-line in a security. As long as the security remains piggyback qualified, any participant may quote the security without a Form 211 submission.
Market Maker update from FINRA,
This is a follow up from FINRA. The site link cited by FINRA to who the culprit is requires a $15 charge. IMO, it boils down to this. ACT's broker/dealer(MM) who filed our 15c-211 for OTC:BB eligibility is not quoting our security, at least not for 4 days, which is in violation of FINRA/OTC:BB rules.
(e-mail response from FINRA)
Rule 15c2-11 requires that there be no more than 4 consecutive days
where there is no quoting. This security was not quoted for 4
consecutive days on the OTCBB and therefore was removed. You can view the Market Maker Price Movement Report at the link below for the last couple of weeks and see who the market maker was that was quoting, this should answer your question.
http://www.otcbb.com/dynamic/tradeact.htm
FINRA Operations
Phone: (866) 776-0800
Fax: (202) 303-3227
OTCSymbols@finra.org
Active Securities
An OTCBB-eligible security that meets the frequency-of-quotation requirement for the so-called "piggyback" exception is identified in the service as "active." The frequency-of-quotation test or "piggyback" exception is based on whether a broker/dealer has itself published quotations in the security in the applicable interdealer quotation system on at least 12 business days during the preceding 30 calendar days, with not more than four consecutive business days without quotations.[/b] Once this criteria has been satisfied, authorized participants may register on-line in a security. As long as the security remains in an "active" state, any participant may quote the security without a Form 211 submission.
http://www.otcbb.com/aboutotcbb/howtoquote.stm
davpar,
yesterday I e-mailed FINRA at address below about what the cause was
and received a response. I have another e-mail in asking who the MM was and what it is they are not complying with..Not sure they will respond but if they do I will certainly post here..
otcsymbols@finra.org
My question:
I noticed ACTC was removed from the OTC:BB along with many many others today, is this a glitch or a failure to comply problem? Can you please tell me why ACTC was removed?
FINRA Response:
"This was an issue in which one particular market maker failed to comply with rule 15c 211. The market move of these securities to the non OTC is valid."
Grampatoo,
Between the ACTCellerate Technology and iPS Technology it is quite extensive and involves Lifeline licenses as well as sublicences to Kirin. I would suggest reading all links below and if questions still exist, ask away and I will try and help.
Section 13.1 in first link below describes ACT Option on buying back
rights to RPE, myocardial and Hemangioblast cell lines. Each cell line is $5000 of which there are many, a list is provided at said link at bottom of page. Exhibit B shows the Patent Rights available to Biotime.Also note section 13.3.
MUST READ(agreement to license ACTCellerate Technology)
http://www.sec.gov/Archives/edgar/data/1140098/000114420409040583/v156251_ex10-125.htm
(Biotime 10K pages 9-13)
http://www.sec.gov/Archives/edgar/data/876343/000114036110006982/form10k.htm
PR's announcing Licenses
Embryome Sciences, Inc. Acquires Exclusive License for ACTCellerate Technology
http://investorshub.advfn.com/boards/read_msg.aspx?Message_id=30731529&
BioTime, Inc.’ s Subsidiary, Embryome Sciences, Inc., Licenses Virus-Free iPS and Embryonic Stem Cell
Differentiation Technology
http://www.embryome.com/breakingnews/BioTimeiPS8-21-08.pdf
Patent application,
this isn't the first rejection,it is the 3rd or 4th going on 5 years this fall. After the 3rd rejection they filed an appeal and did an RCE. Link below is a good read for those interested. Not sure what route ACTC takes next. I am not suggesting it won't ever happen, it was just an update.
rumit: not sure it will,jmo.
Request for Continued Examination (RCE)
The second type of response to a final rejection that is considered fully responsive is a RCE. An RCE is a type of continuing application. The RCE allows the applicant to file a second application to keep the prosecution of the first parent application alive after it has received a final rejection. The RCE application stays with the same Examiner that was reviewing the parent application and keeps the same serial number, yet the final rejection of the first parent application is removed. RCE's can be thought of as simply paying an additional fee to buy another full examination of the application. A potential problem with RCE applications is that they stay with the same Examiner who will often repeat the same arguments without being receptive to new arguments.
http://www.invention-protection.com/ip/publications/docs/Final_Rejection_of_a_Patent_Application_What_to_Do.html
Patent update,
Still having a rough go of it,
03-18-2010 Mail Non-Final Rejection
03-15-2010 Non-Final Rejection
Abstract
This present invention provides novel methods for deriving embryonic stem cells and embryo-derived cells from an embryo without requiring destruction of the embryo. The invention further provides cells and cell lines derived without embryo destruction, and the use of the cells for therapeutic and research purposes. It also relates to novel methods of establishing and storing an autologous stem cell line prior to implantation of an embryo, e.g., in conjunction with reproductive therapies such as IVF.
PATENT APPLICATION can be viewed at the link below.
http://portal.uspto.gov/external/portal/pair
(2 patent applications)
Plug in application #
11/800366 or 11/267555
click on "image file wrapper"
You will be able to read what objections the examiner has with the process as well as ACTC's rebuttals etc
Responses to a few questions,
When is the 10Q due date?
Due: Monday, May 10, 2010
Remember, we are now an accelerated filer. Instead of 45 days to file 10Q, we now have 40 days. Instead of 90 days to file 10K, we now have 75 days. You can use the "Filing Deadline Calculator" found here:
http://www.secfile.net/SEC_calendar.htm#Filing_deadline_calculator
In the last Corporate presentation the following were listed, do you know what the 2nd cellular-based program might be?
File 2nd Phase I IND for another Retinal Disease 2nd half 2010
Announce 2nd cellular-based IND in area other than retinal program
2nd half 2010
Based on the following statement from January I am assuming it will be in the Vascular area which is the hemangioblast program which is with our JV partner-CHA (SCRMI).
"In addition, ACT has an hemangioblast cell program in preclinical research for possible use of the cells to treat cardiovascular disease, stroke and cancer. ACT's research, published in Nature Methods, has demonstrated success in treating vascular indications such as heart attack and limb loss due to vascular damage. An IND for that program is expected to be filed in 2010."
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=45319759