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How much BHRT MASSIVE DILUTION in just early 2015 so far?
What was the "presentation" or some "conference" statement about- something like (paraphrasing), "Dilution is not, or is no longer acceptable and we'll only use financing on "acceptable" terms blah, blah" something to that effect? I can find the exact quote later I'm sure if I Google or read through the SEC filings and/or "presentation" stuff.
So Q-1 is over end of March, which is right now for all intents and purposes. So has BHRT stopped diluting at a furious pace? Has BHRT stopped using "toxic" convertible debt deals (no, not my description or wording, the SEC itself describes the type of financing that BHRT uses as "toxic" and "death spiral" or "ratchet" right on the SEC's own website and a recent Bloomberg finance written article and combined TV/video slice uses similar terminology)- so has anything really changed in the beginning of 2015, say in Jan, Feb and at least to mid-March of 2015 in terms of massive use of dilution by BHRT to fund their operations, which per their own just filed 10-K is THREE "employees" total?
Oh, and Q-1 is ending this Tues. and has the big ole MARVEL trial been re-started? Kinda doubt it IMO. Doesn't look to be happening? They finished 2014 with $36K TOTAL CASH to their name and don't seem to have found any large source of financing - so wonder if that big PHASE III MARVEL is rockin n rolling yet? Kinda doubt it IMO. Wonder how that "share buyback" thingy is going along too? Any "news" updates on that yet? Kinda haven't heard anything that I'm aware of- and Q-1 is ending?
Well, what does the just filed, most recent 10-K show in terms of BHRT on-going, seemingly never ending, massive common share dilution? This just recently filed 10-K had a supplemental section attached to the end of the filing covering events up to the filing date with the SEC, which was March 16th I believe.
And based on that yr 2014 10-K filing's "2015 supplemental info" appended to the filing's end portion- ole 2015 was/has been kicked-off and started with a WHOLE LOTTA MASS SHARE DILUTION GOING ON, like a big ole bunch IMO.
Most recent filed 10-K:
Some highlights of just Jan/Feb, up to just mid-March 2015, most recent, just filed 10-K
PAGE F-34:
"Subsequent financing
On January 7, 2015, the Company entered into a Securities Purchase Agreement with KBM Worldwide, Inc. (“KBM”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on October 9, 2015. The Note is convertible into common stock, at KBM’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
On January 28, 2015, the Company entered into a Securities Purchase Agreement with Fourth Man, LLC., for the sale of an 9.5% convertible note in the principal amount of $25,000 (the “Note”).
The Note bears interest at the rate of 9.5% per annum. All interest and principal must be repaid on January 27, 2016. The Note is convertible into common stock, at Asher’s option, at a 47% discount to the lowest daily closing trading price of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal at 150%, interest and any other amounts.
On February 19, 2015, the Company entered into a Securities Purchase Agreement with Vis Vires Group, Inc. (“VIS”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on November 23, 2015. The Note is convertible into common stock, at VIS’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
"
PAGE F-34:
"Subsequent stock issuances
In January 2015, the Company issued 4,783,568 shares of its common stock in settlement for services, provided 14,299,567 shares of its common stock in settlement of $49,500 of outstanding convertible notes payable, and $2,981 accrued interest and 2,096,450 shares of its common stock for net proceeds of $16,118 from equity drawdown under the Magna Purchase Agreement.
In February 2015, the Company sold an aggregate of 1,443,656 shares of its common stock for net proceeds of $16,270. In connection with the stock sale, the Company issued an aggregate of 1,443,656 warrants to purchase the Company’s common stock for five years at $0.01127 per share. In addition, the Company issued 20,219,367 shares of its common stock in settlement of $132,500 of outstanding convertible notes payable and $2,520 accrued interest and 16,556,976 shares of its common stock for net proceeds of $135,645 from equity drawdown under the Magna Purchase Agreement.
In March 2015, the Company issued 6,185,432 shares of its common stock in settlement of $25,000 of outstanding convertible notes payable and $1,226 accrued interest. In addition, the Company issued 635,357 shares of its common stock as true up shares relating to the February 2015 equity drawdown under the Magna Purchase Agreement."
So lets see- just to "kick off" 2015, how much MASS DILUTION was that approx??
Oh about 4.7 MILLION + 14 MILLION or so + 2 MILLION more + 1.4 MILLION + 20 MILLION more + another little chunk of 16.5 MILLION + oh a tad more of 6 MILLION more or so and then a cool 600K more shares. So what that equal too just for the Jan/Feb MASS DILUTION KICK OFF MONTHS of 2015:
4.7 + 14 + 2 + 1.4 + 20 + 16.5 + 6 + .6 = approx 65 MILLION SHARES OF PURE FREE TRADING DILUTION in just Jan/Feb, mid-March of 2015. Holy cow !! If that's "dilutions is not acceptable" type dilution, then I'd hate to see what the real "big" kinda dilution looks like?
All those shares, one can assume, looking at who receives them- the types of hedge fund type "finance houses" involved and similar- one can assume IMO that ever last one of those 65 MILLION shares go to the sell-side of the free market in fairly short order, as soon as "whoever" get them, has those free trading shares issued to them. Just a tremendous amount of shares to be "soaked up" and absorbed on the sell/Ask side of the market IMO.
And then a whole slew of toxic, "convertible debt" (floorless) note deals will all be coming due through the summer months clear till October and beyond which will highly likely result in even 10's and 10's of MILLIONS of more dilution shares being added, as will any "draw" on the Magna credit line (A single draw for around $100K, maybe $150K tops on the Magna line cost BHRT around 20 MILLION dilution shares; if the price goes lower it gets even worse than that each time they "draw" on that cash credit line facility)
Looking par for the course IMO. MARVEL "re-start"?? Too funny IMO. "dilution is not acceptable"?? What, LOL ??
IMO, I see no real slow down, no reduction, no abating to BHRT living off of and using massive common share dilution- I just see zero proof or even a slight indication or proof that that's true or occurring to any degree at all.
By mid March 2015 they had already added at least (that's a low side number) at least 65 MILLION shares of pure, 100%, GRADE-A common share dilution. That's a pace of about 70 MILLION shares minimum a qtr then so far in yr 2015- which would be right close to the 300 MILLION "run rate" of common share dilution per yr or so they'v been burning through, issuing out recently, like the past approx 1 yr or so.
Looks like dilution is on-going and at a furious, continual pace IMO.
SEC's own warnings of dilution and use of "toxic" convertible debt and Bloomberg finance journalism piece on Magna and how they finance "cash poor, desperate penny stock companies"- their own description and wording:
http://www.sec.gov/answers/convertibles.htm
http://www.bloomberg.com/news/articles/2015-03-12/josh-sason-made-millions-from-penny-stock-financing
"We should note that the Nature article is from January 2012."
That's the entire point- and what has changed since then? ANOTHER major change of the Sr mgt ranks being purged, SEC violations post the NATURE article in which a very talented, highly qualified peer stated, "Can a company with a checkered past be trusted?" meaning he hit it right on the "money" IMO when stating that in 2012.
Every single time ACTC/OCAT says it's "all different this time, trust us" - it sure seems to always turn out too be pretty much the same old broken record IMO. 15 yrs of it essentially. Is the big Phase II FDA trial even underway yet or even funded yet, end of Q-1 2015 now?
What's the share price done since that Nature article was written? Any products or major, large trials now completed and even remotely close to FDA approval since that Nature article was written in 2012? How much in $millions worth of fines and legal settlements were paid out of shareholder's money since that Nature article was written? Another major purge of nearly the entire Sr mgt ranks and another new CEO has occurred since that Nature article was written (typically a sign of major instability and failure in public traded firms). More insider selling, dumping and self-enrichment since that Nature article was written.
So what exactly has "changed" since 2012 when that was written? Looks pretty much all the same to me- all the same as that article in Nature explains very clearly IMO.
Quote wrong again, "This statement makes no sense:"
No, the statement makes 100% clear sense and is correct. The stock- despite a "paper" (article published, whatever one wants to call it), despite who knows how many Sr mgt and staff changeovers over the years and now a "new" team at the top again- a sign of a failing company, not a stable one- when their entire Sr ranks are "purged" following SEC violations and a whole other wash-list of failure to deliver, despite endless promises that things are "close", despite endless rumors of supposedly "something big" is "about" to maybe happen like GE being located down the street along with Walmart and a McDonalds and a Starbucks, despite the so called "uplist" and R/S spliting the stock 100:1 or whatever the enormous number was (Reverse splits are desperation moves typically, no healthy, successful, growing comapny EVER reverse splits their stock, they FORWARD SPLIT IT) and all the despite all the rest of the blah, blah, blah - despite any of that, the FACT REMAINS:
That is the R/S is backed out RIGHT NOW TODAY- one ends up with a 6.17 CENT STOCK that would have over 3 BILLION shares of dilution present. PERIOD.
"uplisting" has caused no real price appreciation or increase in value to the stock- it's lost value if anything since the magic "uplist". Changing out Sr. Mgt AGAIN and issuing a whole new pay n perks increase program (with one insider selling out a large chunk again, near a perfect short term "pop" in the stock- typical insider dumping for this company)- despite that the share price/value has made no real significant gains or increase.
Despite all that above "big supposed stuff" in 2014 and now the END OF Q-1 2015, the company has attracted NO MAJOR SOURCE OF NON-DILUTIVE financing and is living off of 100% pure, low grade Lincoln "credit card" financing that is dwindling fast by the day and they are CASH LOW as always- despite the big supposed "uplist" (with a botched, costly, failed secondary offering to go with it, as they had no takers or buyers of their shares at anything but bottom basement- despite the bio-tech sector being one of the hottest in history, during probably the biggest bull market run in world history) thus they have not brought in any large capital to START THEIR KEY TRIALS and have NOT STARTED THE PROMISED PHASE II, large FDA KEY TRIAL despite stating end of 2014 was the "goal" (see Lanza quoted in local MA newspaper)- and it's now END OF Q-1 2015, still no financing, still no trial commencing.
It makes no difference when one bought shares- that does not alter the reality of where this company is at in its historical share price massive decline and the company history of failing to produce any salable products yet as promised for years, or any ROI to any investor base since inception, etc.
What price one bought shares at does not alter any of that- the historical share price and where it sits to today (a 98% plus loss since trading public) is un-altered via when anyone bought a share or not. The company's poor financial condition and lack of ability to attract large capital to finance large trials etc is not altered via someone buying a R/S $6 bucks and change share of stock today - makes no difference to their just published, SEC filed, 10-K balance sheet- which shows them bleeding down cash and that they'd rapidly be insolvent/BK if not for diluting every month or two on the Lincoln, rapidly dwindling (easily less than $18 mil left on it now) credit line.
Simple as that.
ALL THE BEST, KIRK
Here's the highly respected journal Nature, an excellent article IMO. Explains very well IMO the long, "sorted" history of ACTC/OCAT IMO- and sounds like pretty much the same company as today to me, nothings really changed that I can see?
http://www.nature.com/news/stem-cell-research-never-say-die-1.9759
Quote from Nature article:
" Critics say that the company has damaged the field more than once with its high-profile, controversial announcements, such as one describing the company's attempts to clone a human embryo1 in 2001. ACT's actions — and the highly politicized nature of stem-cell research — scared off investors, leaving the company teetering on the verge of bankruptcy for most of the past decade."
Quote again from Nature article:
"Not everyone is convinced. Even if positive results emerge from these trials, ACT will still face major challenges in getting an ES-cell-based therapy approved for wider use. And some in the field are sceptical about ACT's reformation. “Can you really trust a company that has a spotty record?” says Arthur Caplan, a bioethicist at the University of Pennsylvania in Philadelphia."
That's the journal "Nature" speaking, their words and those of some of the top people in the "stem cell" field. How many "big changes" ago was that written- and what's happened to the price/company performance since? (steadily declined share price, mountains of dilution and now a R/S, that's what) and Oh, just some SEC violations and another "purge" of nearly the entire Sr. mgt ranks, LOL. Yeah, after that guy at U of Pennsylvania made that statement- seems he was spot on correct to me and a bit of a "sage" and seer of what was to come IMO, maybe?
Wrong, quote ""500 - 6 = 494 / 500 = .988 X 100 = 98.8% LOSS to the common shares. FACT. MATH REALITY" Huh..... old news... what makes you keep thinking people are holding at a 98.8% loss.....that is old old ACTC news..this is now OCAT and the past CEO's are long gone..
"???
What? OLD NEWS? The price TODAY is 6.17 CENTS split adjusted. Thus the 98% plus LOSS TO COMMON is reality, TODAY. Not "old news" as is falsely claimed. Nothing "old" about it at all?
It makes NO DIFFERENCE when one bought shares- that has zero bearing or effect on the hard reality that the commons shares, the company itself, as of today, RIGHT NOW is a 98% plus LOSER COMPANY. When one bought shares does not change that hard reality. The stock has never, ever, ever produced a ROI to shareholders/investors and not ONE CENT of positive cash flows, let alone ever even remotely a profit or dividend or any other form of return. Read their SEC filings on sunk capital and total losses since inception. FACTS, not "old" news??
"new management" has not had any effect to this point in altering the reality that this common stock has LOST 98% plus of it's value since it started trading- from $5 a share to now 6.17 CENTS when the R/S split is backed out.
Nothing "old" about today's 6.17 CENT split adjusted stock price and the near total loss to common shares that still exists to this day- despite numerous mgt changes over numerous years.
LOL quote nonsense, " This is so elemental and is, and continues to be, wholly ignored by all of your repeated posts about dilution." and "THAT, as a blanket statement, is ridiculous"
1) I don't make "repeated posts" about dilution
2) Nothing stated as being "elemental" is even correct in the slightest- nothing but gross errors and a total misunderstanding trying to trivialize mass dilution and LACK OF A COMPANY'S ABILITY TO ATTRACT HIGH QUALITY, NON-DILUTIVE EQUITY STAKE or similar financing, the way HIGH QUALITY companies do it. As opposed to those that are so cash poor, so financially messed up since near inception that they can't even do an actual, traditional "IPO" but instead reverse merge straight to the OTC using the TWO MOONS KACHINA DOLL company to do it.
3) Again, "trying" (100% INCORRECTLY) to trivialize how serious it is for a company, a micro cap, to dilute out to 3 plus BILLION SHARES while literally driving their share price to an actual 5 CENTS shows totally being blind to the reality of the desperation of such a company. Some of the largest, most profitable, most successful companies on this planet don't have 3 BILLION shares outstanding- almost none, and those successful companies never had to dilute out to anywhere near that kind of astronomical share count and turn their common shares to what's close to toilet paper for all intents and purposes IMO.
4) MOST, the vast majority of companies that ever dilute out to literal PENNIES, as in 5 CENTS a share, and share counts like 3 BILLION plus while having true "penny" share prices- statistically most never "make it". Simple as that. They end up BK and/or just fold up and end up gone. The reality of penny-ville and micro-caps. Reverse splits is a hallmark of companies that have gone past desperation. Successful companies FORWARD SPLIT, desperation companies REVERSE SPLIT- that is reality and is not a "blanket" blah, blah or whatever.
5) REALITY- this company's common shares have LOST OVER 98% OF THEIR VALUE since they started trading public- THAT IS WHAT MASS DILUTION DOES. PERIOD. Spin away- cause that 98% LOSS FACT can't be changed.
$5.00 a share when first public = 500 cents a share. Today's price is 6.1 CENTS pre R/S
500 - 6 = 494 / 500 = .988 X 100 = 98.8% LOSS to the common shares. FACT. MATH REALITY.
How bad has ACTC/OCAT past been- and why they couldn't attract any "high quality" money? This article below explains a lot of it IMO, an excellent journalism piece in a highly respected publication. "high quality" money is from Venture funds like "Menlo Park" fame or even right in MA, OCAT'S own backyard- they have their own version of "Sand Hill Road" similar to the West Coast- of the who's who of venture firms- and OCAT has NOT been able to attract dime one from those investors- and that says a lot IMO. LOW QUALITY Lincoln credit card/pay day loan money- they're still living off it, and no "article" or anything else has changed that reality yet. FACTS versus fantasy land.
http://www.nature.com/news/stem-cell-research-never-say-die-1.9759
NATURE, a very respected publication-
"Out of desperation, West agreed at the end of 2004 to take the company public to gain access to a new source of funding. But the legal, accounting and marketing costs of going public through an initial public offering (IPO) were far beyond the company's reach. Instead, in early 2005, ACT merged with Two Moons Kachinas, an obscure, Utah-based outfit that sold Native American dolls. Two Moons was essentially a 'shell' company, allowing ACT to take it over and become a publicly traded firm. This 'reverse merger' was much cheaper than an IPO, but the US$8 million it raised had more strings attached."
More than TEN YEARS ago now. And from there they went on to dilute to 3 BILLION plus shares- never yet producing even close to a salable or marketable or FDA or similar approved product. AA tiny 18 person micro "trial" study and an "article"- big whoop IMO. And $100 MILLION plus dollars up in smoke and a few SEC violations and prosecutions along the way and numerous change-outs to Sr mgt and a lot of insider self-enriching too boot. Other than that, what?
REALITY versus fantasy-ville IMO. And they're still a long, long, long way from anything yet and starving for enough cash to even come close to funding a FDA level Phase II large clinical trial. Which likely means MORE MASS DILUTION which likely means more down-pressure to the common shares- which are already sitting at a 98% plus loss since inception. Simple as that. Never one CENT of ROI to shareholders has ever been produced. Again, just a fact.
Spin it how ever one wants and claim it's "ridiculous" and blah, blah, blah. Can't change the reality of their situation and their past- it is what it is. As of yet- nothing much, if anything, has really changed IMO.
LOL, not figuring in the dilution? Well how is dilution good for a common shareholder? It only wipes out their investment more and more over time?
Companies who grow only do stock splits (FORWARD) because their companies have organically grown so much and their share price appreciated so much - it gets hard for the little guy to buy even a few shares (Apple at $500 a share, Google same, Chevron same if they'd never split, Buffets Berkshire fund at $1000's per share as he never splits it, etc)
So what, so massive dilution was slowly absorbed in the market and has managed to pump the market cap back to even or whatever with where it was years ago, despite a ever declining share price. That a BAD thing to shareholder, not a good thing?
One wants NO DILUTION and the market cap to go up because of real share price appreciation- not market cap inflation via piling shares on, never ending, diluting each shareholder portion of the pie ever smaller and smaller and smaller?
That's the entire reason that dilution is so detrimental to the common shareholder- their holdings as a portion of the company literally get "diluted away" over time.
If they owned 1/100th of the company 5 yrs ago. Then today they own like 1/1000th of the company for example- whatever the reals numbers are as they hiked the share count to over 3 BILLION O/S shares. That's bad for holders, not a good thing.
The R/S makes zero difference to dilution- it's still as real as it ever was. Because on the day they do the R/S (reverse split) not only did the share price change- but everyone's holding in their account got equally divided down by the factor of 100 or whatever it was. It's a wash mathematically.
Stock splits never change market cap or ones holdings- they are neutral from that stand point.
Not sure what the point is?
Quote wrong, "This is not a valid statement. Stock price 3 years ago is not apples to apples comparison. You and everyone else knows that the O/S 3 years was less than it is now. What is the adjusted PPS compared to 3 years ago. I bet the Market Cap is about the same or more than 3 years ago."
No, actually it's a 100% COMPLETELY CORRECT statement. Split-adjusted is exactly how one compares any stock that's gone through either a forward or reverse split- it's 100% apples to apples and done everyday in the market and on all major stock charts- that always account for splits.
Here is the stock chart of OCAT/ACTC and it's 100% CORRECTED/ADJUESTED FOR the R/S split, aka SPLIT ADJUSTED and one can plainly see- that 3 plus yrs ago at this time period, OCAT was on avg much higher in dollars compared to the stock in today's split adjusted price and number of shares.
My info is 100% correct- no errors.
There it is. DECLINED and BELOW where it was 3 plus yrs ago- plain as day and 100% split-adjusted, par comparison.
Quote, "Rumor? Linkedin"
AND this means supposedly what to OCAT? What's it mean in EXACT terms of some myth "JV" or anything else between OCAT and GE? What?
I know 100's of tech people I've worked with who went from one company to another to another- we often even helped others get hired at the next place after layoffs at a prior place.
But it NEVER, EVER even remotely implied the two companies were in some "JV" speculative situation or forming a mythological "partnership" or anything else.
So someone has a linked-in page who was at ACTC and also did some work for GE?? No big deal- happens all the time in tech, 1000's of times a day around the country.
Big whoop about nothing IMO.
LOL, quote the GE rumor "thing" again, "Does Lemieux, Linda have a connection with GE and OCAT?"
So it's back to the GE rumor mill, mythology thing again? Cause GE has some plant somewhere sorta in the same place as OCAT's building? (along with Starbucks and Walmart stores and about 1000 other businesses "near" the OCAT headquarters) Is that it again now?
Aren't there any better or newer rumors available? Now some lady's linked-in page and blah, blah "GE" supposedly, AGAIN?
OK. Stock price is parked at $6.13 or whatever, below where it was over 3 or 4 years ago.
But if some person who's bounced around doing work at all sorts of companies (common in high tech)- if that's the latest rumor cause that person did some work at "GE" along with GE's other 300 THOUSAND plus worldwide employees- if that's supposed to "mean something" supposedly about OCAT out in "make up a rumor land", then OK I guess?
The market sure must not be in on this latest rumor looks like- they aren't piling in to buy shares based on the whole "GE" myth thing.
Means nothing IMO. Just another variation on old, regurgitated rumors and vast made up conjectures that all originate on the same, tiny, normally 100% TOTALLY WRONG micro "blog" or website- whatever one calls that site.
My $6 and small change worth
Quote LOL, "Definitely and we've been green for 2 days... And now above .01
As soon as we get our phase 3 restarted... This thing is gonna blow up. I guarantee it."
Wow, TWO WHOLE "green" days in a 10 month plus solid downtrend. Amazing.
Oh yeah- "as soon as" that ole phase 3 restarts?? What part of the $36K cash-on-hand with the $2 MILLION plus in just "accounts payable" due in that 10-K is gonna pay for this imaginary "re-start"??
Gonna be a long time then IMO before it "blows up". It might "blow up" to BK from the way the auditor's "going concern warnings" read, that's about the only "blow up" I'd see possible.
From the just filed SEC 10-K end of yr 2014:
PAGE 26:
"
Risks Related to Our Financial Position and Need for Additional Financing
We will need to secure additional financing in 2015 in order to continue to finance our operations. If we are unable to secure additional financing on acceptable terms, or at all, we may be forced to curtail or cease our operations.
As of December 31, 2014, we had cash and cash equivalents of approximately $36,674 and an accumulated capital deficit of approximately $120,434,494. As such, our existing cash resources are insufficient to finance even our immediate operations. Accordingly, we will need to secure additional sources of capital to develop our business and product candidates as planned. We are seeking substantial additional financing through public and/or private financing, which may include equity and/or debt financings, research grants and through other arrangements,
26
including collaborative arrangements. As part of such efforts, we may seek loans from certain of our executive officers, directors and/or current shareholders. We may also seek to satisfy some of our obligations to the guarantors of our loan with Seaside National Bank & Trust, or the Guarantors, through the issuance of various forms of securities or debt on negotiated terms. However, financing and/or alternative arrangements with the Guarantors may not be available when we need it, or may not be available on acceptable terms.
If we are unable to secure additional financing in the near term, we may be forced to:
· curtail or abandon our existing business plans;
· reduce our headcount;
· default on our debt obligations;
· file for bankruptcy;
· seek to sell some or all of our assets; and/or
· cease our operations.
If we are forced to take any of these steps, any investment in our common stock may be worthless."
PAGE 27:
"Our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern.
Our independent registered public accounting firm issued its report dated March 16th, 2015 in connection with the audit of our financial statements as of December 31, 2014, which included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. In addition, our note to our financial statements for the year ended December 31, 2014 included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. If we are not able to continue as a going concern, it is likely that holders of our common stock will lose all of their investment. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.
We are a development stage life sciences company with a limited operating history and a history of net losses and negative cash flows from operations. We may never be profitable, and if we incur operating losses and generate negative cash flows from operations for longer than expected, we may be unable to continue operations."
PAGE 44:
"Our Ability To Continue as a Going Concern
Our independent registered public accounting firm has issued its report dated March 16th, 2015 in connection with the audit of our financial statements as of December 31, 2014 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. Our financial statements as of December 31, 2014 have been prepared under the assumption that we will continue as a going concern. If we are not able to continue as a going concern, it is likely that holders of our common stock will lose all of their investment. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty."
PAGE 56:
"At December 31, 2014, we had cash and cash equivalents totaling $36,674; our working capital deficit as of such date was $10,957,443. Our independent registered public accounting firm has issued its report dated March 16th, 2015 in connection with the audit of our financial statements as of December 31, 2014 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern.
As of December 31, 2014, we had $5,852,790 in outstanding loans."
PAGE F-2:
"The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations and used significant amounts of cash in its operations. In addition, at December 31, 2014 the Company’s current liabilities exceed its current assets by $10,957,443. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/Fiondella, Milone & LaSaracina LLP
Glastonbury, Connecticut
March 16, 2015"
PAGE F-12:
"NOTE 2 — GOING CONCERN MATTERS
The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements during year ended December 31, 2014, the Company incurred net losses of $2,253,511 and used $1,108,647 in cash for operating activities. These factors among others may indicate that the Company will be unable to continue as a going concern for a reasonable period of time.
The Company’s existence is dependent upon management’s ability to develop profitable operations and to obtain additional funding sources. There can be no assurance that the Company’s financing efforts will result in profitable operations or the resolution of the Company’s liquidity problems. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern.
The Company’s ability to obtain additional debt financing and/or alternative arrangements, with the Guarantors or otherwise, may be limited by the amount of, terms and restrictions of our then current debt. Accordingly, until such time, we will generally be restricted from, among other things, incurring additional indebtedness or liens, with limited exceptions. Additional debt financing, if available, may involve restrictive covenants that limit or further limit our operating and financial flexibility and prohibit us from making distributions to shareholders."
Gee, since everything is going so swell and all- and those "big trials" are all "just about" to kinda-sorta happen I guess and it's really close to "blowing up" and all- boy they sure to like to put GOING CONCERN and other dire warnings about their extremely poor financial condition in those pesky old SEC filed 10-K's and stuff? Wonder why that is?
Makes no sense to me, IMO, when it's just so close to "blowing up" and about to maybe "restart big phase 3's" and "go big" and all? And trades at a whopping ONE CENT on a big "green day" and all?
Why all those 10-K warnings then? Oh, well, I can't figure it out or make any sense of it? Very confusing IMO?
So many warnings in one SEC filing but all these others saying it's just about to be huge and "blow up" big and all?
BMAK and CDEL both moved back down on that Ask now at .105 and Bid now dropped back to sub ONE CENT
Looks like "that's it folks" IMO, not likely going any higher than that .0105 then- unless those two move way back off the Ask as they did for two "breather days"
0.01 / 0.0105 (200000 x 289986)
http://www.otcmarkets.com/stock/BHRT/quote
Just went RED back to ONE CENT, as expected. If BMAK is parked on the Ask w/ that 10K share block at .0105, not gonna break that IMO, not for now at least. BMAK and CDEL just loaded down the Ask/Sell-side.
Oh, but wait- there's gonna be "big news" when they re-start the MARVEL phase III, LOL !!! Oh yeah, which part of the $36K or which part of the next $25K toxic, convertible note deal (they did THREE so far in just Jan/Fab of 2015) or which part of a $100K Magna credit line draw (cost um 19 MILLION dilution shares for the first draw, plus 9 million more in Magna "fees") which part of that big ole money pile is gonna pay for an imaginary phase III trial "re-start"?? LOL !!
Oh, yeah- the big year with the big sales of 2014 and they ended with less cash on hand than in 2013, a whopping $36K bucks in the bank. But that ole "might/maybe/we could/we hope two/possibly/perhaps/if funded" ole MARVEL trial, going on over 5 YEARS old is right in that "re-start" on-deck circle getting all warmed up to go? That ole money that's not there is just gonna materialize out of nowhere again, like it's supposedly been for the past 5 plus years?
From the just filed 10-K, PAGE 55:
"Research and Development
Research and development expenses were $66,420 in 2014, a decrease of $560,563 from research and development expenses of $626,983 in 2013. The decrease was primarily attributable to a decrease in the amount of available funds.
The timing and amount of our planned research and development expenditures is dependent on our ability to obtain additional financing."
Oh yeah, sounds like big, $10's of MILLIONS for some imaginary "phase III re-start" is just sitting right around that other bend that Yellow Brick Road, LOL ! Sure.
Same just filed 10-K, PAGE 56:
"At December 31, 2014, we had cash and cash equivalents totaling $36,674; our working capital deficit as of such date was $10,957,443. Our independent registered public accounting firm has issued its report dated March 16th, 2015 in connection with the audit of our financial statements as of December 31, 2014 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern.
As of December 31, 2014, we had $5,852,790 in outstanding loans."
Oh yeah, over $5 MILLION in outstanding loans and $11 MILLION in total capital deficits with $36K big bucks left in the bank- but that ole "big MARVEL phase III" is almost/maybe/kinda-sorta/perhaps/when funds come in/probably/could-maybe just about to be re-started?? LOL. Right, another fantasy myth IMO. It's been 5 plus yrs of "it's about to be restarted". WHERE'S THE MONEY TO FUND IT? Not there.
Remember a "big phase III" called MIRROR that NEVER HAPPENED? And now just vanished, gone per a one liner in some PR?
Here's the great "sounding" PR's about that ole MIRROR PHASE III, all except the part where it NEVER ACTUALLY HAPPENED and then was cancelled/vanished just recently with no further explanation given:
http://www.marketwired.com/press-release/bioheart-announces-phase-iii-mirror-trial-for-myocell-initiated-otcqb-bhrt-1807938.htm
Wow, FULLY FUNDED BY BIOHEART, "first patient enrolled" LOL, ONE. And then- after 1.5 yrs, a big ole goose egg, NOTHING. Nothing more ever happened.
Then came the ole "big presentation" - and MIRROR is a gonner, never happened, never progressed, never was "FULLY FUNDED BY BIOHEART" as claimed. What a surprise - funny how that happened and just got a lil ole "one liner" no-explanation that it's just done, gone, over now. Kaput. Goodbye. Not happening and never really happened for all intents and purposes IMO.
http://finance.yahoo.com/news/bioheart-updates-diversifies-clinical-development-150000986.html
And here it is- the other supposed "big trials" that went NOWHERE:
Quote from one-line slipped into middle of "grand sounding" ole "PR":
"The Company has no further plans to advance its ANGEL and MIRROR clinical development programs"
LOL, not much to "advance" on ole "MIRROR" when it never actually went anywhere in the first place??
Oh yeah, just waiting on that ole MARVEL "re-start". Q-1 is OVER in a few days- and nothing's changed that I can see. Not a thing. Other than easily 50 MILLION plus dilution shares already in 2015 from just reading the 10-K for Jan/Feb (who knows how many 10's of MILLIONS of shares got issued in just March 2015?) but- Jan, Feb were whopper dilution months and whopper toxic financing deal months just to kick-off 2015 IMO.
Some highlights of just Jan/Feb 2015, most recent, just filed 10-K
PAGE F-34:
"Subsequent financing
On January 7, 2015, the Company entered into a Securities Purchase Agreement with KBM Worldwide, Inc. (“KBM”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on October 9, 2015. The Note is convertible into common stock, at KBM’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
On January 28, 2015, the Company entered into a Securities Purchase Agreement with Fourth Man, LLC., for the sale of an 9.5% convertible note in the principal amount of $25,000 (the “Note”).
The Note bears interest at the rate of 9.5% per annum. All interest and principal must be repaid on January 27, 2016. The Note is convertible into common stock, at Asher’s option, at a 47% discount to the lowest daily closing trading price of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal at 150%, interest and any other amounts.
On February 19, 2015, the Company entered into a Securities Purchase Agreement with Vis Vires Group, Inc. (“VIS”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on November 23, 2015. The Note is convertible into common stock, at VIS’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
"
PAGE F-34:
"Subsequent stock issuances
In January 2015, the Company issued 4,783,568 shares of its common stock in settlement for services, provided 14,299,567 shares of its common stock in settlement of $49,500 of outstanding convertible notes payable, and $2,981 accrued interest and 2,096,450 shares of its common stock for net proceeds of $16,118 from equity drawdown under the Magna Purchase Agreement.
In February 2015, the Company sold an aggregate of 1,443,656 shares of its common stock for net proceeds of $16,270. In connection with the stock sale, the Company issued an aggregate of 1,443,656 warrants to purchase the Company’s common stock for five years at $0.01127 per share. In addition, the Company issued 20,219,367 shares of its common stock in settlement of $132,500 of outstanding convertible notes payable and $2,520 accrued interest and 16,556,976 shares of its common stock for net proceeds of $135,645 from equity drawdown under the Magna Purchase Agreement.
In March 2015, the Company issued 6,185,432 shares of its common stock in settlement of $25,000 of outstanding convertible notes payable and $1,226 accrued interest. In addition, the Company issued 635,357 shares of its common stock as true up shares relating to the February 2015 equity drawdown under the Magna Purchase Agreement."
So lets see- just to "kick off" 2015, how much MASS DILUTION was that approx??
Oh about 4.7 MILLION + 14 MILLION or so + 2 MILLION more + 1.4 MILLION + 20 MILLION more + another little chunk of 16.5 MILLION + oh a tad more of 6 MILLION more or so and then a cool 600K more shares. So what that equal too just for the Jan/Feb MASS DILUTION KICK OFF MONTHS of 2015:
4.7 + 14 + 2 + 1.4 + 20 + 16.5 + 6 + .6 = approx 65 MILLION SHARES OF PURE FREE TRADING DILUTION in just Jan/Feb of 2015.
And then a whole slew of toxic, "convertible debt" (floorless) note deals all coming due through the summer months clear till October.
Looking par for the course IMO. MARVEL "re-start"?? Too funny IMO. "India" blah, blah "trials news" or whatever? OK, sure. Probably never hear of "India" again IMO, other than maybe a line or two that it "went great" or similar.
My 1 CENT worth this AM
The volume was anemic again today (same as these little "breathing days" of the past several months- where BMAK has backed off and the MM's have opened the spread way up) and the MM's "painted the tape" end of day again- literally in the last 1 or 2 minutes with a micro order or two of less than about $500 bucks total to bump it up to just above ONE CENT.
W/o volume- doesn't mean much IMO. Sell/dumping for months has been on 3 to 4 million share days on average. Today it did what, 870K shares total or whatever. The avg daily share volume is now 2.8 million plus shares a day so it didn't even trade half of that.
Further, the 50 DMA is pretty meaningless at this point from a technical trade stand point as it's "inverted" being underneath the 200 DMA.
For any kind of technical/chart and trend reversal to take place, let alone be confirmed on high volume, the 50 DMA would need to climb to above the 200 DMA and stay there- presently about .0180
Until that happens- if the 50 DMA stays under the 200 DMA, it's in a major, sustained downtrend and major technical weakness.
My barely one cent's worth
LOL quote, "yes, things have been stagnant in the past, and i feel your frustration captain, however...OCAT just signed licensing deal with ALLELE for IPSC technology. I believe this is a big step forward for company in non core programs like platelets. OCAT is also much farther in current trials. They have 2 published papers and moving into phase 2 "PIVOTAL" trials shortly. "
Uh, no- not exactly.
1) They signed an "agreement" with no details given that it's even a "license" or if it's exclusive or for how long or for how much money, etc. NOTHING of detail was given in that vague PR. Nowhere did it say conclusively that they, OCAT now "hold license" to said technology.
2) "2 published papers" LOL. OK. ANY MONEY for those papers- like $10's of MILLIONS in cold hard cash that OCAT needs to even get out of the starting blocks on a large, Phase II, FDA quality trial? They can publish "papers" till the cows come how- who cares? If there's no money it's all moot and for nothing. A Lincoln finance "credit card" doesn't fund any trials- thus their "big trials" are in the parking space going nowhere as of right this moment. Simple as that.
3) Their own Sr. mgt stated they are focusing on "core programs" as they're going to be lucky to "fund what they have" on their plate with the "eye stuff" - not "platelets" or whatever. What money that they do not have is going to fund the other "stuff" when they can't even get their key, most important trial(s) off the dime and moving ahead- the one they said they "hope to have advancing in late 2014" and how we're going to hit APRIL 2015 and guess where that trials gone? NOWHERE. They missed another milestone target and ole "PR" bait n switch IMO. 4 months into the yr 2015 and the "by late 2014" trial is going nowhere fast. Same old ACTC/OCAT broken record bad tune IMO.
All there is right now is a bunch of vague speculations and years, years to even a shot at a commercial product, let alone sales, etc. Meanwhile- unless they pull a magic rabbit out of some hat, DILUTION is their only means forward, and lots of it. They didn't file that $100 million shelf offering for no reason- and have it sitting open for no reason. They're gonna spend money and shares by the super-tanker full IMO. It's all they got right now. Lincoln is survival money at this point- it's not "progress forward" money. At this point- they have no "progress forward" money and until they reveal where and how that's going to happen- it's dead money in here IMO. If the "go forward" money turns out to be highly dilutive- like another go at a low priced secondary- then there's a high probability of big downside still in the present, already stagnant share price.
That's the reality version versus the fantasy version IMO. "hope" doesn't make business- CASH makes businesses and OCAT is cash poor right now for the business/field they want to play in. No cash, and I don't care if they write and publish 100 more "papers"- it'll make no difference. Their first "paper" obviously went over like a lead brick- they couldn't even price and pull off a decent, $60 mil secondary based on that "paper" - no "big takers" thought the "paper" was worth the coin apparently, and that was with 3 large, expensive underwriters trying to pitch and sell the deal. You think that was for free? OCAT just sunk a pile of lost money on that blown secondary- more dilution coin down the proverbial rat hole to nowhere. Par for their course IMO. Just add it to the "legal SEC payoff" and all the other money down the rat hole- heck, it's only dilution shares, what's another $million lost or whatever.
LOL quote, "Quote from CTY:
"BIG THINGS are in waiting to be revealed soon.. all this information we are seeing is leading up to JV that will have a very positive effect on the PPS for OCATA.. Just my opinion of course ... I am long and staying strong...""
OK? It's been 10 plus YEARS of the imaginary "big things" always lurking out there just around that mythological bend in the ole Yellow Brick Road and on pure rumors "about to be revealed soon", LOL. Problem is, they just never seem to come true or never seem to affect the stock price, those "soon rumors" - as dilution and no product, no sales, no real progress to a product for another 5 yrs approx. sorta trumps all the fantasy land "predictions" as usual.
Reality- it's a 6.1 CENT stock when the R/S is backed-out and is trading at or below where it was over THREE YEARS AGO.
And yes- that's 6.1 CENTS split adjusted even with the "big article" and the "new management" (LOL, they had to get "new" mgt AGAIN, as what they had was so corrupt and failed and racked up SEC violations and prosecutions- that they tossed nearly the entire Sr. mgt team again, not even the first change-out); after the "big JV" rumors that have never come true; after the "big new logo and web site" (LOL, wow, like what, maybe $1,500 bucks on a website do-over? Oh that's always a sure sign a company is going "big"??) and after they changed their name (wowy again, like when your OTC past is so tainted you gotta change your name to run and "try" and distance yourself from it IMO- like some "image makeover" TV show or something, again a sure sign it's all going "big", oh yeah fa sure?); and after the "new" mgt, same as the old self votes and self passes ever bigger pay increases and perks packages as their very first "order of biz" the instant they sat in the "bosses chair" before the coffee even warmed up on day one, just like the old mgt's of past; and then even a "magic uplist" which again, has the stock sitting below where it was over 3 yrs ago, and blah, blah, blah.
Yep, just all kinds of rumored "big things" just hanging out there "almost/maybe/kinda/sorta/perhaps/could/might" happen as real "soon" as usual ("soon" in "OCAT time", like dog yrs or something, appears to be anywhere from maybe 3 yrs to 10 yrs or more? Sorta?). Right on.
The ACTC/OCAT "story" as it's been for 10 plus yrs now- and it's parked, trading below where it was 3 yrs ago and has NOT attracted any non-dilutive source of major financing, it's for all intents and purposes only "alive" and living off of 100% pure dilution based, low end Lincoln bucks, down to less than $18 mil lousy dollars of cash left on the "credit card" and NO major trial is being started or conducted yet- as they can't FUND IT YET as they botched a secondary and have no "plan B" in place or revealed yet. They're just bleeding down cash on the Lincoln credit card- treading water for all intents and purposes IMO. NO major, "big trial" is going to be funded and rocking and rolling on less than $18 mil, which barely services for more than maybe 7 more months, their top heavy, bloated mgt structure and high expense ratio they carry right now.
OCAT has about 37 employees total maybe- but they have like SIX VP or higher "C" level managers (might be 7, I'd need to check filings)- that's like having "maybe" 5 people each reporting to some VP level, high paid Sr Mgt person. I've seen companies that do a $BILLION a yr in sales, have 1000 or more employees, have world wide global "operations" - meaning plants and manufacturing and equipment and true global sales teams, etc and they have maybe FIVE Sr Mgt positions - a CEO, and 4 VP's reporting to him/her each VP running a major "division level" function with 100's of people in their groups and maybe one or two "manager" level reports to them. OCAT is massively top-heavy and full of Sr mgt BLOAT IMO. They don't even conduct daily "operations" or sell anything yet- but are top loaded with expensive mgt as if they're already "in the big league" and playing the game. Just burning money as usual- self enriching the top shelf boy's club to me- and using pure dilution cash to do it.
Reality-ville versus the happy, tall tales "storybook" version IMO.
BMAK is backed way off the Ask, as it has done several times in the past 2 months- the "breathing day" or two.
But notice- the volume drops to practically nothing, which then tells me there's no Joe Q. Public "retail" buyers rushing in at all. It barely trades once the pro trading desk MM's move of the Bid/Ask action- like today, not even an opening trade and just sitting parked with no buyers rushing in at even ONE CENT.
But one is to believe that 3 million "buys" supposedly popped off in the last 2 or 3 minutes of trade yesterday? Again, no way IMO is that any actual retail buying or normal trading taking place. That's big boy pro MM's working and gaming this thing in some form or another- using match trades or short covering somehow using their bag of tricks, etc.
If that was genuine retail, Joe Q. Public "buys" then why is it pretty much dead again today with no buyers rushing in on some momentum and all?
BMAK is off the Ask but it's doing barely any volume- same as the past several months when these MM's gave it the "breathing day" and tried to, or let it "pop up" a bit. Then they, the pro dilution MM's (IMO) come back and plaster it- and it does 5X to 10X the volume on those days that it does when it sits like this.
0.0096 / 0.0105 (700000 x 131900)
http://www.otcmarkets.com/stock/BHRT/quote
Almost 1 hour into trading day and it's done 125K shares- or about $1,200 bucks worth and then it just sits again, flat-lined. On the big sell/dump days when BMAK slides down on that Ask, it's been doing 2 million to 4 million share days with 300K to 600K blocks popping off with many other smaller blocks posting pretty much all day long.
I just don't see any real signs of retail buyers piling into this thing- no real retail buying pressure or demand at all that I can see by watching the Level II or the trading patterns- a "fluke" close like yesterday that IMO looked 100% manipulated.
My .0099 cents worth (whatever today's amount with- it's barely trading any volume again, so hard to tell- will have to see if MM's game it/work it on the close like yesterday)
LOL, quote "BHRT stock value will start growing briskly IMO and this is why!!! "
Based on the little "bullet point" ole "PR" glossy version versus the 10-K HARSH REALITY?? Makes no sense IMO.
Like sure, they cut their cash use and blah, blah when they HACKED their R&D spending by over $500K to near zero. Amazing IMO how cash use gets cut when a supposed, self proclaimed "medical research and development" company STOPS and CUTS nearly all it's R&D spending. (but hands out massive base pay increases and cash bonuses to just 2 people, of what's now a THREE person total company per the most recent filed 10-K. THREE total people- yep, that's the "big company" in total, with $36K total cash left on-hand end of yr 2014)
PAGE F-11, most recent filed 10-K:
"The Company has three full-time employees and no part-time employees. The Company is heavily dependent on the continued active participation of its two current executive officers, one employee and key consultants. The loss of any of the senior management or key consultants could significantly and negatively impact the business until adequate replacements can be identified and put in place."
From most recent filed 10-K, PAGE 55:
"
Research and Development
Research and development expenses were $66,420 in 2014, a decrease of $560,563 from research and development expenses of $626,983 in 2013. The decrease was primarily attributable to a decrease in the amount of available funds.
The timing and amount of our planned research and development expenditures is dependent on our ability to obtain additional financing."
Also, sorta left out the little FACTOID they ended the yr, 2014 with $36K lousy total cash-on-hand despite massive, massive share dilution- as in 100's of MILLIONS of shares issued for survival cash, but ended the yr near BK broke w/ only $36K total cash to their name.
PAGE F-10:
"Fully diluted shares outstanding were 668,063,786 and 344,241,761 for the years ended December 31, 2014 and 2013, respectively."
Over 300 MILLION shares diluted- but ended the year cash broke as always, despite the ole top line "revenues"
Kinda didn't mention their own auditor's GOING CONCERN WARNING either-
PAGE 56:
"At December 31, 2014, we had cash and cash equivalents totaling $36,674; our working capital deficit as of such date was $10,957,443. Our independent registered public accounting firm has issued its report dated March 16th, 2015 in connection with the audit of our financial statements as of December 31, 2014 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern."
Also sorta missed mentioning in that "PR" blurb- that they just did qty-3, THREE MORE "toxic" aka "convertible debt" (floorless) note financing deals as recent as Jan and Feb of 2015- just piling on dilution and then despite those qty-3 "notes" being needed, they also tapped the Magna credit line and added another 19 MILLION shares from just that "single draw" on top of all the other continual, non stop, on-going massive common share dilution:
PAGE F-34:
"Subsequent financing
On January 7, 2015, the Company entered into a Securities Purchase Agreement with KBM Worldwide, Inc. (“KBM”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on October 9, 2015. The Note is convertible into common stock, at KBM’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
On January 28, 2015, the Company entered into a Securities Purchase Agreement with Fourth Man, LLC., for the sale of an 9.5% convertible note in the principal amount of $25,000 (the “Note”).
The Note bears interest at the rate of 9.5% per annum. All interest and principal must be repaid on January 27, 2016. The Note is convertible into common stock, at Asher’s option, at a 47% discount to the lowest daily closing trading price of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal at 150%, interest and any other amounts.
On February 19, 2015, the Company entered into a Securities Purchase Agreement with Vis Vires Group, Inc. (“VIS”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on November 23, 2015. The Note is convertible into common stock, at VIS’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
"
And PAGE 36:
"The sale or issuance of our common stock to Magna Equities II, LLC at a discount may cause substantial dilution and the resale of the shares of common stock by Magna Equities II, LLC into the public market, or the perception that such sales may occur, could cause the price of our common stock to fall.
"
PAGE 46:
" We paid to the Investor a commitment fee for entering into the Common Stock Purchase Agreement equal to $150,000 (or 5.0% of the Total Commitment under the Common Stock Purchase Agreement) in the form of 9,109,128 restricted shares of our common stock, calculated using a per share price of $0.016467.
On December 22, 2014, the registration statement of the shares underlying the Purchase Agreement and the Common Stock Purchase Agreement was declared effective by the Securities and Exchange Commission, thus, registering an aggregate of 143,812,591 shares of common stock. During the year ended December 31, 2014, we did not use the draw down on the equity line. Subsequent to December 31, 2104, we issued an aggregate of 19,288,783 shares of our common stock in exchange of $151,763 draw down on the equity line."
Or how bout about more than 50 MILLION more pure dilution shares already issued in just Jan/Feb 2015 for "paying bills" and misc "other stuff" - just share pouring out like water. DILUTION never ending - right in Jan/Feb of 2015 already.
PAGE F-34 most recent 10-K:
Subsequent stock issuances
In January 2015, the Company issued 4,783,568 shares of its common stock in settlement for services, provided 14,299,567 shares of its common stock in settlement of $49,500 of outstanding convertible notes payable, and $2,981 accrued interest and 2,096,450 shares of its common stock for net proceeds of $16,118 from equity drawdown under the Magna Purchase Agreement.
In February 2015, the Company sold an aggregate of 1,443,656 shares of its common stock for net proceeds of $16,270. In connection with the stock sale, the Company issued an aggregate of 1,443,656 warrants to purchase the Company’s common stock for five years at $0.01127 per share. In addition, the Company issued 20,219,367 shares of its common stock in settlement of $132,500 of outstanding convertible notes payable and $2,520 accrued interest and 16,556,976 shares of its common stock for net proceeds of $135,645 from equity drawdown under the Magna Purchase Agreement.
In March 2015, the Company issued 6,185,432 shares of its common stock in settlement of $25,000 of outstanding convertible notes payable and $1,226 accrued interest. In addition, the Company issued 635,357 shares of its common stock as true up shares relating to the February 2015 equity drawdown under the Magna Purchase Agreement.
"
There is MASSIVE dilution going to be hitting this stock in the near future and right now in near real time and for months, nearly un-ending into the future for at least a yr based on the highly dilutive financing deals they've already made use of, but have not paid for in shares of common stock yet- literally 100's of MILLIONS of more shares of dilution coming. Me, I don't see what's going to generate enough common share buying power to overcome all those cheap dilution shares hitting the Ask/sell side, continuously being dumped onto the market, on-going.
Me, I stick with 10-K DETAILS versus "bullet point" little ole PR releases.
My 2 cents. 10-K filings tell a much more complete and accurate picture of the true condition of a public traded company IMO. Public companies file with the SEC these large reports like a 10-K for a reason to me, versus "bullet point" very selective "great sounding" PR IMO.
MM's "game" (especially on the OTC and with companies like BHRT that are steeped in convertible debt deals) to both the upside and downside. And 10-K FACTS and the reality of severe dilution is not "regurgitated 10-K garbage".
A close like today- is EXACTLY indicative of how dilution MM's "do what they do", working for a Magna or similar.
They can "match trade" most of that volume- meaning nothing much was really bought or sold in reality- to make it "appear" like a bunch of interest in the stock just occurred. They may have done this cause some poor retail Joe Public had a $5K buy sitting parked all day that never filled- so they create a big end of day surge and get the guy to chase it- and might of filled him at .01 instead of .0091 just as one example.
Dilution MM's on the OTC are as brutal and shrewd as they get. Here's a link- this guy's talking NZ market trading, but all the MM practices, gaming techniques are all the same essentially.
http://mysharesinvestment.blogspot.com/2008/02/market-manipulation.html
Again, looking at the MM's and the timing today- it's nearly impossible that those were retail buy orders printing. NO ONE suddenly stepped up in the last 5 minutes and routed a 3 million, odd-ball sized buy order through MM's most associated w/ pro trading desks, not a chance IMO. It wasn't E-trade, or NITE or any of the traditional MM's of the retail side and none of those orders were sitting "out" on the Level II all day long- they literally appeared out of nowhere minutes into the close.
And again, timed like a Swiss Watch with BMAK pulling 3 or 4 levels off the Ask, CDEL putting up the very large, but very odd sized block on the Bid and then CSTI popping onto the Ask all the sudden and printing the .01 share supposed "buy" - that no one knows how many shares really got "bought" as in changed hands between two different people- versus some match algo across the Bid/Ask between the same trading desk.
The timing and moves of the MM's make it all suspect IMO, not retail- again, no way IMO. No orderly flow, no slow, steady rise of the Bid/Ask as retail orders of typical sized would flow in, say $1000 at a time, etc. Just a burst of 3 million shares from nowhere and a swing from .0091 and nothing vol to .01 and 3 million shares in a blink. That is not "normal" trading or typical of retail order flow from my experience watching stocks and level II's etc.
Ole 1's gamed by the MM's IMO. It did almost no volume all day long, then suddenly, within minutes of market close they bump the Bid/Ask and a order for 949,999 shares shows up on the Bid, LOL??
Not 950K shares, but exactly 949,999? No way IMO.
This is not new- these MM's have been doing this for 2 months now on this one. Odd sized order blocks, like 324,998 shares and stuff- no vol all day, then a blast of 2 million shares into the close.
That IMO means no mom n pops retail buyers are even in the game for the most part- the only people who can print odd-ball, odd size orders like that, that fast into the close, are pro trading desks IMO. There was no E-trade MM's or NITE or similar typical retail order routing MM's showing. Looked like BMAK moved off the Ask, and in a slit second CDEL slid in with an odd numbered very large block- and suddenly shares are popping off in the millions traded, in a blink. These are match trades or short covering for someone like a Magna or some other shananigans being "gamed" on this IMO. And again, noting new- been months of this stuff.
Also, right when all this "went down" in the last few minutes of trading- not only did BMAK move instantly off the Ask several levels, CDEL goes to the Bid with a very odd sized block, but then CSTI is who showed up on the Ask and got the .01 to print. Who's CSTI? Another fairly "notorious" MM when looked up. Here's a I-HUB post about CSTI:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=69005279
That post claims CSTI is "naked short" related- I'll research um more later, but they popped right onto the Level II when this end of day odd-ball trading just popped off. Too coordinated IMO to have anything to do with any mom n pops regular public buying and selling- just no way IMO.
Those MM's tanked it to .0091 and it hadn't even traded $4K with less than 10 minutes to go in the trading day- then suddenly the spread moves like 11% to the upside, a huge couple of share blocks print and some odd-ball, huge sized order gets parked on the Bid that's off by 1 share from being an even block- and like magic, BMAK backed way off the Ask exactly as all this happened?
Again, these MM's are gaming this thing huge IMO. It was CDEL that appeared with the odd-block and they're close to as notorious as BMAK from what I've read about them (BMAK being most likely Magna and/or Asher from all I've read) - here on I-HUB and other forums. They're known as a "dilution MM", just like BMAK, aka a "pro trading desk" that's not handling Joe Q. Public order flow.
My .001 cents, see how long that holds up.
Snapshot of end of day and what MM's were parked where-
http://www.otcmarkets.com/stock/BHRT/quote
All the "usual suspects" IMO.
LOL, quote, "Holding up nicely....yesterday it was predicted to be in the 8's from the all knowing?
"
What? The volume is practically nothing and the Bid/Ask are dropping all day long?? It's "holding up nicely"?? It's SUB ONE CENT? Is that the new "nice" for BHRT?
0.0091 / 0.0093 (10700 x 26100)
Bid of .0091 is pretty darn close to the .008's I'm not aware of any "predictions" from some "all knowing" that gave any specific days, dates or times as to when it will hit the .008's again, which IMO is a near certainty at this point, somewhere relatively soon? (days, weeks, next few months when piles more of cheap dilution shares hit). Where or when did a specific time/day prediction of .008's occur? Must of missed that?
The Ask is a lousy .0093 (aka barley 9/10ths of ONE CENT) and the Bid is stuck pretty much at near .009 and yet no buyers?
It's almost of the end of the trading day and it's done about .0095 X 400K = $3,800 bucks maybe? Not even a lousy $4K traded so far on the day. That's "holding up nicely"? Wow. OK?
Little to no buying interest whatsoever- despite being sub ONE CENT and that's "holding up nicely"?
OK, sounds great I guess?
http://www.otcmarkets.com/stock/BHRT/quote
Just printed RED, .0091 which is pretty, awfully darn close to those ole .008's IMO.
LOL, quote, "Sunrise, FL – March 17, 2015 – Bioheart, Inc., a Florida Corporation (BHRT.OB), an emerging enterprise in the regenerative medicine / cellular therapy industry is pleased to announce, following the release of its Form 10-K Annual Report, key 2014 accomplishments including but not limited to: 1. 2. 3. 4. ...."
PR. "Selective" PR IMO. I prefer the SEC FILED 10-K PERSONALLY.
Funny, those ole grand sounding "Pr's" they put out- how'd it ever forget to mention that they just did qty THREE toxic, convertible debt notes in Jan and Feb of 2015, one month ago for a pittance amounts of $25K and $38K survival cash at horrific terms of like 45% and 47% share discounts and "floorless" conversion formulas? How they'd manage to miss a little ole FACTUAL "tid bit" like that in that rosey colored PR release?
Or how'd they miss mentioning they already issued to MAGNA, over 19 MILLION shares of pure, raw DILUTION shares in early 2015, right about the time that little ole wonderful "sounding" PR was issued? They just always seem to miss the pesky "details" in those ole PR's IMO? Why is that I wonder?
28 MILLION plus dilution shares already issued to MAGNA - 19 MILLION of those in early 2015 already- and not ONE PR about those FACTS.
Funny IMO how it just always seems to "work" that way? No PR about the SUB ONE CENT price and 10 month plus share price decline? Missed that one too I guess in their ole PR department? 99.8% LOSS to common shares- NO "PR" on that either?
Wow, they just miss a lot of "stuff" and pesky details in those ole grand sounding "PR's" in my opinion an from my point of view.
My .009 cents worth on "PR". SEC filings for me. "PR"?? Doesn't do much for me personally.
Quote, " To negate a company that is helping the afflicted with game changing results"??
What "afflicted" are supposedly being "helped"?? The self enriching insiders of OCAT who in how many yrs have never produced a single, salable, FDA or similarly approved product and have never produced so much as ONE CENT of shareholder ROI, but endlessly sell shares they themselves get for free and ever raise their own pay and "bonuses" paying themselves monies that put them in the top 5% or less of earners in this entire nation of 300 million plus people, and have been doing so for what, 10 plus yrs?
This company has no salable or approved products for use in medically "treating" or "helping" human patients an is nowhere even remotely close to having any FDA or similarly approved salable products, let alone profits, positive cash flows, returns to investors, etc? None? So where is this imaginary "helping the afflicted" actually taking place?
Is there a name of a major, well recognized hospital or medical clinic (licensed and with licensed M.D's) where I can go get a proven safe, approved for sale OCAT product based "treatment" that "helps an affliction"?? I'd like to know where the locations are and if any major insurance companies are reimbursing these imagined medical, OCAT drug based "treatments" and non existent "medical products/DRUGS" are- where exactly all this is taking place etc.
Would like to read more on where this is happening supposedly?
LOL quote, "And these are not stem cells any longer, so there is no tumor risk. Not stem cells, RPE cells. To talk about tumors is
ignorance and scare talk, that ignores phase 1 data.
"
Funny how the ole FDA and Euro and other regulatory experts (like boards of M.D.s, Ph.D.s etc) and then even OCAT's sr mgt itself just sorta, kinda see it a tad different than that 100% false statement and entire false set of other claims.
OCAT is "trying" to find $10's of MILLIONS of dollars to spend as THEY, THEY in their own words are seeking a DRUG APPROVAL and have filed NEW DRUG filings for their products with the FDA, 100% in contradiction to the very incorrect claims made here this AM.
OCAT says they're working on DRUG TREATMENTS and seeking FDA DRUG APPROVALS- and is taking all the steps necessary for that and especially spending the money and structuring the clinical trials to "try" and prove their DRUG is safe and works- which in their own words and SEC filings they plainly state they HAVE NOR PROVEN YET IN HUMANS.
Any statements to the contrary are just 100% false hype IMO and nothing more. It's in total contradiction to the company's own words and statements and those of the FDA.
I'm gonna stick with the company's mgt wording and that of the FDA- who has oversight to approving any OCAT product for use and sale in the U.S.
"not like any other biotech before" blah,blah- yeah. Right. Maybe that's why they can't attract any quality BIOTECH FUNDING, as the money's apparently flowing to all the successful, sought after BIO-TECHS that "have the goods" and can deliver on their promises? Maybe?
It's at 6.1 CENTS pre R/S this AM. That's after they diluted out to over 3 BILLION shares of common stock and reached a literal 5 CENTS a share for this mythological tall tale of some imagined "miracle" that's supposedly "not like any bio-tech" ever before, blah, blah. Where's the money? Where's the products? Nothing stated "adds up" - it's teetering on survival mode, but is supposedly some greatest imaginary medical miracle in all of human history or something- all except the fact that none of that has, or is proving to be true so far.
LOL quote, "Pharmaceutical Companies are making billions of dollars pushing their own barrow with drugs that "in my opinion", don't work, work to some extent or that maybe are more harmful to the body than the hype and fix that the drug is touted to be helpful for.
These Companies have no wish to see Companies like OCATA coming up with a possible cure rather than something less than a cure. "
Really? And this "theory" (nonsense) is proven how with what supporitng data?
Right? OK. It's the vast conspiracy of the ole "big pharma" doesn't want a "cure" blah, blah. Right on. Sure.
Consider the source on that one- the ole site that's not only wrong all the time IMO, but epic wrong in probably every "prediction" and "claim" I've ever seen come off of that micro "blog" (whatever it would be called), nothing traffic site.
The "big pharma" grand conspiracy "theories" are as old as time- they're peddled on the cancer "natural cures" sites, the vitamin "cure" sites and all the rest.
PURE NONSENSE IMO. EVIL "big pharma" is out to make money - they buy companies all the time that have SALABLE, PROFITABLE SOLUTIONS that work. PERIOD. If OCAT had something worth buying that "big pharma" thought they could generate PROFITS and SALES FROM, they'd be beating the door down to pour money into it or buy it outright.
The fact that OCAT has no "smart money" takers, IMO says more about their situation than probably any other single metric. There's bio-tech VC (venture) funds and other "smart money" just SWIMMING IN CASH right now because of the biggest bull market in probably all of world history and cheap borrowing/use of debt too boot- and OCAT/ACTC hasn't been able to interest or attract a one of them. Tells a lot to me.
"big pharma" conspiracies- blah, blah NONSENSE.
Looks like the low vol, wide spread "breather day" - the pattern for months now.
0.0095 / 0.0099 (14700 x 1220000)
http://www.otcmarkets.com/stock/BHRT/quote
It's completely stacked to the Ask/sell side again, but no buyers or real volume coming in, even at SUB ONE CENT. But the MM's appear to be "letting it breathe" a tad as they look to unload some shares on the wide-spread at .099 maybe, if they can get any buyers to nibble.
The Bid never really moves up much at all though, staying pinned at .091, maybe creeps up a tad now and then, then gets stepped on right back down to that .009 range, the "new normal" it appears now on this one.
Wonder if it will have a high volume sell-off Friday again, par for the course for over a month or so now. I think it's setting up for the next leg down as BHRT will likely tap, have to tap, the Magna line soon IMO. They did qty-3 very recent toxic "convertible note" deals, the last one being as recent as Feb 2015, but they were for pittances of cash like $25K and $38K at a time. Yet BHRT still made a Manga "draw" as those other toxic notes aren't enough to even fund their base salaries, bonuses, and now probably huge legal bills (multiple law suits going on, legal bills were listed in 10-K as big part of general/admin expenses) and accounts payable which still sat at like $2 million end of 2014, while they only had $36K total cash left to their name.
PAGE 55, just filed 10-K:
"Marketing, general and administrative expenses were $4,669,432 in 2014, an increase of $2,401,601 from marketing, general and administrative expenses of $2,267,831 in 2013. The increase in marketing, general and administrative expenses is attributable, in part, to an increase in legal fees, salaries and insurance expenses.
"
Just "accounts payable" still sat at over $2.3 MILLION due on the balance sheet, PAGE F-3 of the just filed 10-K for end of 2014, more than the balance on the prior 10-Q from Q-3. Meaning they're not even paying down their most immediate due bills- they're racking up faster than they pay them off (cash flow problems, liquidity problems IMO). Those are "short term" bills typically on "accounts payable", usually due within a month or two max (30 days due, sometimes maybe 60 days max) at the most. How they gonna pay those bills other than more mass dilution using Magna's credit line and even perhaps more "toxic" type convertible notes?
If they make another Magna "draw" soon, plus all the toxic, convertible notes they have coming due starting in a few months and on through the summer, all the way to October, which IMO means they'll all be converting and dumping shares, I think it's gonna go lower. No "PR", no "news" - nothing has created even close to enough buying pressure to counteract all the cheap dilution shares hitting the sell side or even begin to reverse the sustained, unbroken 10 month plus downtrend.
http://www.sec.gov/Archives/edgar/data/1388319/000114544315000378/bioheart_10k.htm
Just filed, recent 10-K, PAGE 36:
"The sale or issuance of our common stock to Magna Equities II, LLC at a discount may cause substantial dilution and the resale of the shares of common stock by Magna Equities II, LLC into the public market, or the perception that such sales may occur, could cause the price of our common stock to fall."
PAGE F-34: (MAGNA'S already getting boat loads of shares)
"Subsequent stock issuances
In January 2015, the Company issued 4,783,568 shares of its common stock in settlement for services, provided 14,299,567 shares of its common stock in settlement of $49,500 of outstanding convertible notes payable, and $2,981 accrued interest and 2,096,450 shares of its common stock for net proceeds of $16,118 from equity drawdown under the Magna Purchase Agreement.
In February 2015, the Company sold an aggregate of 1,443,656 shares of its common stock for net proceeds of $16,270. In connection with the stock sale, the Company issued an aggregate of 1,443,656 warrants to purchase the Company’s common stock for five years at $0.01127 per share. In addition, the Company issued 20,219,367 shares of its common stock in settlement of $132,500 of outstanding convertible notes payable and $2,520 accrued interest and 16,556,976 shares of its common stock for net proceeds of $135,645 from equity drawdown under the Magna Purchase Agreement.
In March 2015, the Company issued 6,185,432 shares of its common stock in settlement of $25,000 of outstanding convertible notes payable and $1,226 accrued interest. In addition, the Company issued 635,357 shares of its common stock as true up shares relating to the February 2015 equity drawdown under the Magna Purchase Agreement."
PAGE 46:
"We paid to the Investor a commitment fee for entering into the Common Stock Purchase Agreement equal to $150,000 (or 5.0% of the Total Commitment under the Common Stock Purchase Agreement) in the form of 9,109,128 restricted shares of our common stock, calculated using a per share price of $0.016467.
On December 22, 2014, the registration statement of the shares underlying the Purchase Agreement and the Common Stock Purchase Agreement was declared effective by the Securities and Exchange Commission, thus, registering an aggregate of 143,812,591 shares of common stock. During the year ended December 31, 2014, we did not use the draw down on the equity line. Subsequent to December 31, 2104, we issued an aggregate of 19,288,783 shares of our common stock in exchange of $151,763 draw down on the equity line."
So that's about 19 MILLION shares issued to ole Magna right there from just Jan to March and Magna was already given another 9 MILLION plus prior to that as "up front fees" to open the credit line.
So Magna by March 2015 already had in their hands, more than 28 MILLION free trading shares of BHRT (Over 19 million + 9 million). If BHRT makes another "draw" on the credit line (which they will according to their own SEC filings, they said they plan to "tap" all $3 million of it, and then would still need more cash- see their SEC filings for the wording)- that's gonna be for all intents and purposes a never ending flow of dilution shares to Magna IMO, for at least the next 22 months or so, whatever is left on the 24 month period of the "credit line"- it'll amount to 100's of MILLIONS of shares before it's all said and done IMO. They're already on their way to handing close to 50 MILLION shares to Magna and they've barely even used the credit line yet.
My .009 cents worth. Going lower soon IMO, will likely retest and probably break the recent .007 low; it's stair-stepping down, "ratcheting" in tiers to me, but the trend is steadily down.
Interesting financial journalism piece done by Bloomberg, one of the most respected financial journals and TV channels in the world- they explained how Magna "works" and does what they do. Fascinating piece of journalism IMO:
http://www.bloomberg.com/news/articles/2015-03-12/josh-sason-made-millions-from-penny-stock-financing
Quote, "I'm glad actual shareholders understand me."???
What?
Are there "un-actual" shareholders that don't understand?
I'm confused?
LOL, quote "It serves as proof that our next big project with a potential partnership, Myocell SDF-1, is on the exact track to success since other scientific articles are able to confirm what we already know imo"
ALL EXCEPT BHRT doesn't even own any rights to any SDF-1 whatever, according to their own, just filed 10-K??? BHRT hasn't "invented" any "SDF-1" anything and holds no patents or licenses to anything "SDF-1" according to their own SEC filings??
So what "big project" can they possibly do with technology THEY DO NOT OWN or have the rights to even use? What?
From the most recent filed 10-K, PAGE 11:
"MyoCell SDF-1 Patents
To develop our MyoCell SDF-1 product candidate, we rely primarily on patents. We had an agreement to license patents from Juventas. These patents relate to methods of repairing damaged heart tissue by transplanting myoblasts that express SDF-1 and other therapeutic proteins capable of recruiting other stem cells within a patient’s own body to the cell transplant area. We believe we will also need to, among other things, license some additional intellectual property to commercialize MyoCell SDF-1 in the form we believe may prove to be the most safe and/or effective.
In February 2006, we signed a patent licensing agreement with the Cleveland Clinic which provided us with the worldwide, exclusive rights to three pending U.S. patent applications and certain corresponding foreign filings in the following jurisdictions: Australia, Brazil, Canada, China, Europe and Japan, or, collectively, the Cleveland Clinic IP, related to methods of repairing damaged heart tissue by transplanting myoblasts that express SDF-1 and other therapeutic proteins capable of recruiting other stem cells within a patient’s own body to the cell transplant area. The term of our agreement with the Cleveland Clinic expired in July of 2009, when the license to the patents was turned over to a Cleveland Clinic affiliate, Juventas. We have an understanding with Juventas to restore the license to the patents once certain milestones have been achieved by Bioheart.
In 2007, Bioheart signed a Letter of Intent with Ono Pharmaceutical which provided rights to conduct clinical development and testing of MyoCell SDF-1 to determine the effectiveness of MyoCell SDF-1 for the treatment of damaged myocardium and tissues following acute myocardial infarction, coronary arterial diseases or heart failure. If the results of this testing is deemed successful then the parties agree to enter into good faith negotiations in an effort to reach a definitive license agreement that will allow Bioheart to commercialize its MyoCell SDF-1 product candidate in all territories of the world except Japan."
They, BHRT, pretty much GOT NOTHING at this point IMO, as it relates to any "SDF-1" technology? They didn't invent it and the licenses they HAD (PAST TENSE) are lapsed and been given back to another company etc.
What "big project" then do they have supposedly? And what SDF-1 technology will they use that they have legal patent or licensing or other rights too, to use? Which ones specifically?
Almost nothing left on the Bid at .009, then it drops all the way to .008 again. Wow.
Falling Bid/Ask again today- even though the volume is lower like yesterday. Just no real buyers or buying pressure at all- despite all the "PR" and whatnot? Just seems no buying pressure can overcome all the dilution shares hitting the market it seems.
http://www.otcmarkets.com/stock/BHRT/quote
Stacked heavy to the Ask, sell-side again today and as stated, not much left at .009 and then next step at least for now shows .008 "on deck".
0.009 / 0.0095 (323553 x 552665)
Right as I typed, they tossed a chunk on at .009, thickening it up a bit- that would have to be chewed through before it drops to that .008 below it. Still, it's tilted to the sell-side on the Ask again. Just shares piling on that Ask seemingly endlessly - for months now, with no let up in sight it seems?
No "PR" or "news" or whatever has brought in any meaningful or significant buying pressure as of yet- and we're about to hit April now. The now 10 month plus downtrend is unbroken and fully intact on the chart- no sign of abating IMO.
WHAT does some obscure "study" even have to do with BHRT? BHRT isn't even mentioned in it? It has nothing to do with them- let alone that it's something that's years and years away from a remote chance at an FDA approval or similar?
NO connection to BHRT that I can see?
Further, BHRT doesn't even hold patent or license to the "SDF-1" tech they were working with prior. It's right in their own recent 10-K SEC filing.
Most recent BHRT SEC filed 10-K, PAGE 6:
" Advancement of the MyoCell and MyoCell SDF-1 clinical development programs is contingent, among many factors, upon the Company obtaining access to sufficient funding to execute the necessary clinical trials to achieve proof of efficacy and regulatory authorization to market such products. The Company is also presently seeking a joint development partner for its MyoCell SDF-1 product candidate."
PAGE 11 (They HAD, PAST TENSE a license to SDF-1, now given to another company by the license holder)
"MyoCell SDF-1 Patents
To develop our MyoCell SDF-1 product candidate, we rely primarily on patents. We had an agreement to license patents from Juventas. These patents relate to methods of repairing damaged heart tissue by transplanting myoblasts that express SDF-1 and other therapeutic proteins capable of recruiting other stem cells within a patient’s own body to the cell transplant area. We believe we will also need to, among other things, license some additional intellectual property to commercialize MyoCell SDF-1 in the form we believe may prove to be the most safe and/or effective.
In February 2006, we signed a patent licensing agreement with the Cleveland Clinic which provided us with the worldwide, exclusive rights to three pending U.S. patent applications and certain corresponding foreign filings in the following jurisdictions: Australia, Brazil, Canada, China, Europe and Japan, or, collectively, the Cleveland Clinic IP, related to methods of repairing damaged heart tissue by transplanting myoblasts that express SDF-1 and other therapeutic proteins capable of recruiting other stem cells within a patient’s own body to the cell transplant area. The term of our agreement with the Cleveland Clinic expired in July of 2009, when the license to the patents was turned over to a Cleveland Clinic affiliate, Juventas. We have an understanding with Juventas to restore the license to the patents once certain milestones have been achieved by Bioheart.
In 2007, Bioheart signed a Letter of Intent with Ono Pharmaceutical which provided rights to conduct clinical development and testing of MyoCell SDF-1 to determine the effectiveness of MyoCell SDF-1 for the treatment of damaged myocardium and tissues following acute myocardial infarction, coronary arterial diseases or heart failure. If the results of this testing is deemed successful then the parties agree to enter into good faith negotiations in an effort to reach a definitive license agreement that will allow Bioheart to commercialize its MyoCell SDF-1 product candidate in all territories of the world except Japan."
2007, EIGHT YEARS ago. License went to JUVENTAS so BHRT doesn't even have rights to it anymore. The ole we have an "agreement" wording again? What does that even mean? A handshake? A note on the back of a napkin? What's an "agreement"- is it a legal contract in writing or what? BHRT doesn't even appear to have or own the rights to the SDF-1 technology it was pursuing YEARS AGO and has done nothing with since, it now being yr 2015.
What's some obscure link to something about some "SDF-1 whatever" got to do with BHRT?
I don't see any connection or relevance whatsoever? Not getting it IMO?
LOL, "This has nothing to do with rich vs poor."
Yeah, but if the other post wants to bring the "poor" into it and say they're "challenged" more than the "rich" or whatever- well, ole ACTC/OCAT has sure made a LOT OF FOLKS POOR, that's fa sure.
When the common shares lose 98% PLUS of their value- that's a making a lot of folks POOR for sure. This has been a massive loss creator to any long term investors, and many here and on other stock msg boards openly testify to their massive, long term losses due to this one particular stock, now known as OCAT.
$5 to 5 CENTS. That a POOR MAKING MACHINE, unless of course one happens to be on the insider's, self-vote, self reward big pay and big bonus and big free shares "program", the one where they have an uncanny "knack" for selling and dumping into any near term "pops" of the stock, "un-planned" of course, LOL.
OCAT, making investors POOR and CHALLENGED one day, one investor at a time. Yep. My 2 cents on the ole "poor are challenged" and the "rich" are blah, blah, blah.
LOL quote, "ACT/OCAT from fear to courage. From poor to plenty."
What? What does that even mean?
How bout ACT/OCAT from GREEN to RED and a falling Bid/Ask and can't hold any gains and is about to revisit the $5's again?
I didn't realize corporations (inanimate legal constructs) can express emotions like "fear" and "courage"?
The "poor" part- that's a given. Losing 98% or more of the value of ones common shares by going from a literal $5 a share to a literal 5 cents a share and a present R/S adjusted 6.1 CENTS a share is pretty "poor" a making alright (while the select few insiders have gotten wealthy)- that's produced a lot of "poor" fa sure.
The "plenty" part? Never seen that part before as it relates to OCAT, other than the O/S share count when it went to over 3 BILLION shares of common O/S. Yep. Some "poor" making and then some "plenty" of shares issued.
Right on.
Quote, "Aren't we supposed to be partnering with someone and not buying someone else's technology?
"
EXACTLY ! So ole supposed miracle workers OCAT, the greatest supposed gift to medicine in the past 100 yrs- doesn't actually invent their own tech, but went and PAID and/or WILL PAY a licensing fee to some micro sized outfit in San Diego who can produce the goods they can't?
What? I thought ole OCAT was the genius center of planet earth according to folk lore and myths? And this tech they just licensed - it's "lab level", so once again, how many years and years away is that from some FDA shot at approval, etc?
Is this the mythological "partnership", a licensing deal where OCAT is footing the bill to someone else, LOL?
Further, look at the wording in the OCAT PR; all they claim to "have" at this point regarding the supposed "cure" to blindness that is so often spoken of in mythology land- is a "proof of concept" and ANIMAL MODELS? What? I thought this was a DONE DEAL and like 6 months away from flying off the shelves of the local doctor's office and all? "proof of concept" and ANIMAL TESTING? That's about as early a phase/stage of development a medical DRUG can be in? YEARS to FDA or similar approvals- if ever.
Quote:
""This agreement with Allele is part of our strategy to broaden our technology platform and increase our leadership in regenerative ophthalmology,” said Paul Wotton Ph.D., President and CEO of Ocata. “Ocata can now take advantage of induced and embryonic pluripotent stem cells to produce commercially viable human tissue for transplantation. We recently confirmed proof of concept in creating photoreceptors capable of preventing blindness and restoring vision in established animal models. Data from these studies will be published later this year.”"
Also, that PR is loaded with the ole "potential" and other similar wording- meaning it's not even a 100% sure thing, not even proven technology per their wording:
Quote:
"Despite many efforts to develop iPSC derived therapies in the same scalable and reliable way as embryonic stem cells, many of those efforts have been unsuccessful due to issues relating to the growth capacity, differentiation potentials and epigenetic properties of iPSCs. The “footprint-free” reprogramming technology developed by Allele potentially offers a reliable and scalable process for producing iPSCs with superior properties and is a major step for translation of iPSC technology to practical clinical use. These iPSCs can potentially be used to manufacture millions of treatment doses as off-the-shelf therapies for any patient."
Also, WHERE'S THE FINANCIAL TERMS of this "agreement" and all the other missing details? Is it, will it be an an exclusive license? How much is cash-low OCAT paying, how often and for how long, etc? SWISS CHEESE PR it's so full of holes and missing critical info IMO. Pure fluff and not much substance to exlain anything in that ole PR IMO. It really only says "agreement" which technically isn't even a "license" IMO, and certainly not an exclusive license- which means competitors and others could be using the same technology w/o any conflict of interest, license/patent violations, etc.
BS quote," "$OCAT After SMD goes Commercial in 2015/2016" ???
2015/2016?? What? Huh?
OCAT having something COMMERCIAL by 2015/2016 fantasy talk again? OR, should one just believe the Sr. Mgt insiders themselves, who say FIVE YEARS until yr 2020 for "maybe" a chance at possible FDA approval.
Dr Lanza of ACTC/OCAT quoted by a local MA newspaper relatively recently and in HIS WORDS, it's at least until yr 2020 for a "chance" at trying for an FDA approval. NO FANTASY, 100% made up yr 2015 (THIS YEAR?) let alone 2016?? Total nonsense- Sr. Mgt has never, ever, ever used dates as optimistic as those fantasy, 100% made up dates.
Dr Lanza, Oct 2014 AFTER the publication in the Lancet, speaking "on the record" to a journalist in a local MA newspaper and this date/phrasing of year 2020 as their earliest date for a "maybe" shot at FDA approval has never been retracted or questioned by OCAT that anyone is aware of:
http://www.telegram.com/article/20141014/NEWS/310149525&Template=printart
Quote:
""We treated the last UK patients last month, and they also have not seen any safety issues related to the transplanted tissues themselves, either," Dr. Lanza said.
Advanced Cell now hopes to launch a 100-patient, phase 2 study in Stargardt's patients by the end of the year, according to Dr. Lanza.
A second, smaller phase 2 study in patients with age-related macular degeneration would follow, he said. Any treatment might not be ready for FDA approval until 2020, Dr. Lanza said. "
ANY treatment "might NOT" be ready until at least year 2020. Not some myth date of 2015 (THIS YEAR) or 2016?? Total made up fantasy talk.
LOL, quote "Just shorts covering and painting tape before they turn it with heavier activity this summer"??
What?
1) There's little to NO open short interest on this stock
2) "short covering" = BUYING, not selling as is happening now, going solid RED.
All this is is LACK OF BUYERS and LACK OF BUYING INTEREST and a net imbalance of SELLERS to BUYERS, nothing more, nothing less. Highly likely driven by Lincoln dilution shares hitting the market sell-side as they continually dilute to keep the lights on and doors open.
There's no imaginary "summer activity" or whatever? Based on what? The most likely thing coming to this stock is DILUTION and lots of it- as they're cash poor and need funds desperately.
LOL, quote "No pain no gain. Soon the price will skyrocket! Be confident and patient!"
OK?
On this one- it's nothing but pain, NO gain, and ever bigger losses.
More like the "skyrocket" fizzling and burning out after it crashed and burned.
They've tried "PR" again, "news", the big awaited "10-K, the "revenue", the "slide presentation" a first shareholder meeting in who knows how long, etc, etc
And none of it has made a wit of difference- as, IMO, it can't trump the massive flow of never ending cheap priced dilution shares and the down pressure they create. Patience? I see "patience" leading to new all time lows IMO. Not a single sign of any buying pressure for months and months on this, none. It's in a sustained, unbroken down trend and nothing has even come close to reversing that or slowing it down that I can see?
Look at today- it's a "breathing" day a bit, but no buyers are rushing in even at .0093 CENTS, none. It's been flat-lined for about 1 hour after an opening trade of a grand total of less than $700 bucks, it's going slow-trade, ill-liquid mode again which usually sets it up for the next big down leg from all the times I've watched it.
http://www.otcmarkets.com/stock/BHRT/quote
0.0093 / 0.0099 (240000 x 355000)
They just let off the Ask a tad to move it up to .0099 but still no buyers rushing in- it's just parked. And now the Ask is stacked to the sell-side. It's not going anywhere I can see? Same old, BMAK has the 10K share block on the Ask setting the daily "cap", right now at .0099 but no buyers, no takers coming in. Flat-lined for almost 1.5 hours into trading day on a Monday.
Guess their new, non "stem cell" heart device thingy "maybe/might/could possibly" in 6 months or by June 2015 "agreement" and "maybe investment" thingy- whatever it is or "might be" just didn't get that "PR" channel all excited again? Where's the buyers?
No IMO, quote, "Does the company have sufficient funds to see it through the first half of the forthcoming trial? If so the sp should increase and facilitate a dilution at 8 or 9 instead of 6. Effectively then an investment now or after dilution wont matter much except that other unknown variables could occur in the interim, probably in favor of not waiting to invest at this point."
No, the company DOES NOT have "sufficient funds to see it through the first half of any "forthcoming trial"??
The company has at most $18 million remaining on the Lincoln credit line (probably a bit less by now, I'd guess they made a draw down on it in the time for Dec 31 2014 10-K coverage to now, almost April 2015) so less than $18 mil by now as it's almost April and they had only $4 mil cash left in the 10-K "cash on hand" and the 10-K numbers only covered to end of Dec 31, 2014.
They presently consume close $2 million per month- as they exist today, just keeping the doors open, funding their present staff and activities (in fact they've hired a few people, so their expenses have gone up if anything)- and all of that is w/o spending anything on a large, FDA quality, Phase II type trial- which will need contract firms for enrolling patients at numerous sites, up front fees and costs of personnel to structure the trial properly, etc.
So with no trial going on- OCAT probably has about 6 or 7 months cash left before they'd be perilously close to lights-out, BK prep territory, as they'd become ill-liquid if bills were coming due and they couldn't get a Lincoln "draw" to hit their bank accounts in time, as the Lincoln $18 mil dwindled close to its last few dollars available, etc. They'd be cutting it extremely close to go that far w/o another cash raise or cash line in place (or drastic expense cutting such as layoffs, shutting down parts of operations, etc).
The INSTANT they were to actually start funding a large trial as they're talking about- that $18 million left on the Lincoln line- who knows how long it would fund them, but the number of months the $18 mil would last would drastically shorten IMO, as their expenses are going to skyrocket. They might burn through that $18 mil in 3 or 4 months easy- if hiring contract firms to conduct trial enrollment, begin dosing, treating and tracking patients, etc. I'd not be surprised if their cash use would nearly double to $3 mil or $4 mil a month- if a large trial begins to get funded and fully operational.
No company can cut it that close on their cash line IMO and they know it I think. I believe they can't and won't really start any trial to any serious degree until they've secured a substantial amount of the funding, up-front and banked it already. It'd be suicide otherwise IMO- rolling the dice on going BK.
It's no mistake IMO they opened a $100 MILLION dollar shelf offering and then said they were going to "try" for a $60 million cash raise off of that (botched and did not happen)- but that's indicative to me of the size and amount of the $coin they think they're gonna start burning through real quick if they ramp seriously into a large clinical trial. CASH and lots of it needed- and going to be burned up at a rapid pace- far more rapid than their cash use as of today.
My 2 cents worth
"where is the funding coming from?"
LINCOLN DILUTION- that's it for now. Other than that, this company is broke and has no other source of "funding".
http://www.sec.gov/Archives/edgar/data/1140098/000101968715000981/ocata_10k-123114.htm
Just filed 10-K, PAGE 15/16:
"Our primary source of liquidity is our financing arrangement with Lincoln Park, and changes in our share price directly affect our ability to fund our operations.
We currently rely on our share purchase arrangement with Lincoln Park to fund our ongoing operations. Pursuant to the 2014 Purchase Agreement with Lincoln Park, the purchase price of such common stock sold to Lincoln Park is based on the prevailing market price of our common stock immediately preceding the time of sales; we control the timing and amount of any future sales, if any, of common stock. There are no upper limits to the price Lincoln Park may pay to purchase our common stock. The purchase price in most cases is directly derived from the prevailing market price of our common stock on OTCBB. Though the purchase price cannot be less than $1.00, subject to adjustment as set forth in the 2014 Purchase Agreement, this arrangement means that our prevailing share price directly affects the number of shares we need to issue to Lincoln Park at any given time to fund short-term operations. The number of shares issuable under our Certificate of Incorporation and the number of shares sellable to Lincoln Park are both limited, and a share price that falls and stays too low would make it difficult or impossible to fund our operations through sales of shares to Lincoln Park due to these limitations. As of December 31, 2014 $18,619,451 in proceeds remained available to us under the 2014 Purchase Agreement with Lincoln Park.
We will require substantial additional resources to fund our operations and to develop our product candidates. If we cannot find additional capital resources, we will have difficulty in operating as a going concern and growing our business."
Just filed 10-K , PAGE 16:
"Our independent auditor’s report for the fiscal year ended December 31, 2014 includes an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern.
Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on our audited annual financial statements as of and for the year ended December 31, 2014, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Recurring losses from operations raise substantial doubt about our ability to continue as a going concern. If we are unable to continue as a going concern, we might have to liquidate our assets and the values we receive for our assets in liquidation or dissolution could be significantly lower than the values reflected in our financial statements. In addition, the inclusion of an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern and our lack of cash resources may materially adversely affect our share price and our ability to raise new capital or to enter into critical contractual relations with third parties."
PAGE 33, just filed 10-K:
"A significant number of shares of our common stock have become available for sale and their sale could depress the price of our common stock.
Substantially all of our common stock is freely tradable in the equity markets.
We may also sell a substantial number of additional shares of our common stock in connection with a private placement or public offering of shares of our common stock (or other series or class of capital stock to be designated in the future). The terms of any such transactions would likely require us to register the resale of any shares of capital stock issued or issuable in the transaction. For example, we currently have the ability to issue $18,619,451 worth of our common stock to Lincoln Park under the 2014 Purchase Agreement, which amount would equal 3,057,381 shares of our common stock based on the closing price of our common stock of $6.09 as of December 31, 2014.
Sales of a substantial number of shares of our common stock under any of the circumstances described above could adversely affect the market price for our common stock and make it more difficult for you to sell shares of our common stock at times and prices that you feel are appropriate."
PAGE 46, Just filed 10-K:
"We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Ocata Therapeutics, Inc. and Subsidiary as of December 31, 2014, and the related consolidated statements of operations, stockholders' deficit, and cash flows for the year then ended and our report dated March 16, 2015 expressed an unqualified opinion thereon and included an emphasis of a matter paragraph relating to an uncertainty as to the Company’s ability to continue as a going concern.
/s/ BDO USA, LLP
Boston, Massachusetts
March 16, 2015"
OCAT desperately needs cash - and their 10-K just filed says so. And that's w/o even spending DIME ONE yet to fund a very expensive, expanded, FDA quality, large Phase 2 clinical trial. They have major financial problems facing them- and their own 10-K says so.
Quote, "So wait they sent the PR on this date:
" JAN 16, 2015BHRT
Bioheart's (OTCQB:BHRT +1.1%) Board of Directors authorize a share repurchase program, although the size of the buyback is not disclosed"
But did this roughly a month later???
"
Actually - it's even more involved than just doing the Vis Vires convertible note deal in Feb.
They, BHRT actually did one "toxic" style convertible note deal about one week prior to the "buy back" PR and then another on Jan 26th less than 2 weeks later after the PR release and then that 3rd toxic, convertible note in Feb with Vis Vires. So THREE "toxic", steep share discount, "floorless" convertible note deals all bracketing the time-frame of the release of the "possible/maybe/might" buy back some shares PR.
Thus, IMO, they, BHRT had to know they were extremely "cash poor" when the "buy back" PR went out- as they were doing financing deals nearly coincident in time and at horrible, horrible terms of 45% and 47% share discounts and w/ bottomless "reset" pricing provisions built into them.
Latest filed 10-K, PAGE F-34/F-35:
"Subsequent financing
On January 7, 2015, the Company entered into a Securities Purchase Agreement with KBM Worldwide, Inc. (“KBM”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on October 9, 2015. The Note is convertible into common stock, at KBM’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.
On January 28, 2015, the Company entered into a Securities Purchase Agreement with Fourth Man, LLC., for the sale of an 9.5% convertible note in the principal amount of $25,000 (the “Note”).
The Note bears interest at the rate of 9.5% per annum. All interest and principal must be repaid on January 27, 2016. The Note is convertible into common stock, at Asher’s option, at a 47% discount to the lowest daily closing trading price of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal at 150%, interest and any other amounts.
F-34
On February 19, 2015, the Company entered into a Securities Purchase Agreement with Vis Vires Group, Inc. (“VIS”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on November 23, 2015. The Note is convertible into common stock, at VIS’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment."
THREE convertible debt deals, pure high dilution type financing, all right about the time they put the PR about a "possible/maybe/could/might" share buy back maybe happening.
Yep.
Equity- the only way I'm aware of that a public company can "buy back" its own shares is on the free and open market.
I'm not aware of any circumstance I've ever read of (and buy backs have been BIG, HUGE these past few yrs of the bull market as companies, the profitable ones have been swimming in cash. Some of the "big boys", such as an Apple for example, they can even borrow using bonds and get the money so cheap, like almost zero interest rate debt- that they may use debt to buy back shares as it pays off in the long run if their share price appreciates and they have so much piles of positive cash flow that servicing a little debt to them is noise level. They're so swimming in cash- they need to find a way to put it to work)
But for a company in BHRT's situation- I'm not aware of any other way for them to buy-back shares other than via using cash and "at the market" price. Those 45% or 47% share discounts are given to the "toxic" lenders via the built in provisions, contractual terms of the "convertible note" deal. In other words- the price becomes "discounted" because it's BHRT "issuing" those lenders the shares- they're not being "bought" per say on any market. BHRT, the company, is the only one who can "issue" their own shares. The BOD "approves" an authorized pool of available shares- and think of those like sitting in a holding or bank account.
Then, BHRT makes a contractual "deal" for cash with a lender and promises in turn to "give them" a certain number of shares in return for cash. That's how the 45% discounted price comes into play- BHRT really issues them more shares than they should get for the amount of cash owed, which is the same effect as giving them a "discount".
That's the only way I'm aware of that a discount to shares can occur- it'd have to be on the "front end" when the shares get granted. I don't think any reverse scenario exists for buying back at a discount- I believe that's always "at market" (perhaps maybe some merger or acquisition scenario might play out in certain circumstances where someone gets more shares than market price- not sure, but that would be another very special, unique case).
I think buying is "at market" and through some professional brokerage house- and done more or less the same way everyone else buys shares. They, BHRT for example, would give the brokerage say $5 million and tell them to start buying/accumulating shares anytime the price hits say .009 cents or lower and the firm buys the shares back for the company- something like that.
I agree- I think BHRT's limited cash should all be getting plowed back into operations. Not spent on a share buy-back of all things. If they, BHRT could get a clinical trial going, a real key one or other things like real R&D and "big stuff" happening- shoot, the share price will take care of itself, as is always the case.
It's bass-ackwards IMO. CASH RICH companies "buy back" shares using excess profits and cash flows. CASH POOR companies who borrow and dilute and so forth are the last ones in my mind to even think about or consider buying back shares. BHRT needs every dime they got coming in right now to stay alive and keep the lights on and avoid BK IMO- based on the numbers and reality of that last 10-K filing and their auditor's "going concern" IMO says pretty much the same thing.
The oldest saying in biz, "CASH IS KING" and BHRT is in the hurt locker for cash right now and has been for a prolonged period. Cash if the life blood of a business- and BHRT is lacking cash, which means they're on the rocks IMO. Last thing they need to be doing as you said, and I agree, would be to spend their precious low cash on buying their own shares back?
Would make no sense to me.
"ROFLMAO....not again.."....
Ironguts, I hear ya.
I've tried my best too, to "figure the math" on a supposed "share buyback" for this company- and can't for the life of me get it to "pencil out" or make a shred of sense?
1) The company now has about 640 MILLION shares outstanding, minimum.
2) So to have imaginary "share buyback" that "might" have a chance at making a dent in the dilution and affect the share price- lets suppose they, BHRT would try and do a 10% share buyback (not unusual amount/percentage when one sees other companies, big companies do share buyback programs).
So a 10% buyback would involve BHRT needing to purchase about 640 MILLION X .10 = approx 60 MILLION shares of their stock being bought back on the open market.
So, 60 MILLION shares would be about 60 million X .009 = $540,000 bucks worth. Yep, a cool half a $mil worth. Lets say they even attempted half that amount, a 5% share buyback, it's still a cool $250,000K worth or more.
HOW is a company that just completed it's fiscal yr 2014 with a grand total of $36K bucks in their bank account possibly going to do that? AND, that same company, in order to end the yr with that $36K cash, is already tapping a 100% dilutive Magna "credit line" for survival cash.
AND, that same company, BHRT, just did qty-3 more "toxic" convertible debt financing deals in early 2015 (Jan/Feb) for amounts of $38K and $25K from KBM World Wide, Fourth Man and now a new firm called Vis Vira- and all carry a 45% to 47% share discount on them.
BHRT can't scrape together $250K to $500K right now to save their lives IMO- they can't even "tap" the Magna $3 mil over 24 month "credit line" for that much at a time- as it would trigger their "draw down" limits and contract restrictions in the credit line deal. And tapping that line would just be creating 100% PURE DILUTION anyways.
So HOW, as you stated, would they, BHRT possibly "buy back" any meaningful amount of shares except using dollars that are MORE DILUTIVE than the very dilution shares they would be trying to "buy back"?
It's like bizzaro world math IMO? Makes no sense to me whatsoever. AND, the kicker to it all- is then recent "PR" releases saying they, BHRT may be making "investments" in some "new stuff" blah, blah but they're not even funding their own key trials at present and cut their own R&D spending by over $500K in 2014, and STILL ended the yr with a grand total of just $36K bucks cash, total cash in their bank account. Not even a mid priced, half way decent luxury auto- not even a used one probably nowadays.
NONE of it makes a wit of sense to me either. I just shake my head and ask, "HUH?". I mean it reaches a point where it's just past the "common sense" factor to me- unless me and you and others are somehow missing something in it all? But to me it's pretty straight forward numbers and math and it just doesn't "pencil out" no matter how I try and slice it?
And lastly, some say, "Well, that's looking in the rear view mirror, not the future, blah, blah". And again I ask, "WHAT?" The 10-K is CURRENT- it just "told the story" up through FEBRUARY of 2015, ONE MONTH AGO. It's not some distant "rear view" tale of old? That just filed 10-K is what's happening to them, BHRT TODAY. Like LAST MONTH- borrowing to no end and living off of continual dilution, RIGHT IN THE 10-K as of Feb 2015. How's that some "old" and "past, looking backwards" info and "not seeing the future" etc? To me it's their situation and reality RIGHT NOW, about as up to date a "snap shot" as one can possibly get- and none of it "adds up" IMO. Makes no sense trying to reconcile many of the "PR" statements and "slide show" stuff to that harsh reality of that VERY RECENT 10-K??
I can't figure it out. Makes no sense to me?
My .009 cents worth.
I agree with ya Iron- borrowing using "highly dilutive loans" to get the cash to buy back shares that originated because of prior use of "highly dilutive loans"? What, LOL? That's the ole scenario of using high interest credit card "A" in the wallet to "pay off" high interest credit card "B" and saying it's gonna lead to debt reduction and eventual prosperity or something? Something like that IMO? Won't work, and never works?
LOL, quote, "GE has sold off its key (1) Plastics Sector and (2) Appliances Sector and is consolidating in (i) Energy and (ii) Medical. Co-incidentally I had interesting conversations with a GE financial person on these subjects. GE with +cash available is looking for Medical Investment opportunities.
Rumors continue to circulate about GE Healthcare Chief Dr. Steven Minger, his pursuit of Medical R&D/Commercializations and his positive comments on $OCAT promising stem cells sectors. "
REALLY???
1) What's the name and exact title of this supposed "GE Financial Person" and what division, location to they work in? "medical investment opportunities"?? So an GE insider "financial person" discussed their corporate acquisition strategy supposedly? Did the give a "short list" of "medical companies" that GE is supposedly looking to acquire and how much they're willing to spend?
2) What "rumors are circulating"? I've never heard or read a single one- except what's posted here, as in the post above? Where's all these mythological "rumors circulating"? I'd like to read all of them. That would be fascinating to me- where are all the "rumors circulating" located? I want to read them please.