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I don't doubt Rohm and Haas are somewhat distracted by their on/off/on merger with behemoth Dow Chemical:
"Dow, Rohm merger to go through
Tue Mar 10, 2009 1:47am EDT
GEORGETOWN, Del. and NEW YORK (Reuters) - Dow Chemical Co agreed on Monday to go through with its purchase of Rohm and Haas Co reaching a settlement after the two sides were scheduled to go to a trial over Dow's refusal to close the deal.
The companies said Rohm & Haas shareholders will receive just less than $79 a share -- $78 per share, plus a ticking fee agreed upon in the original deal.
But Rohm's two largest shareholders -- the Haas Family Trusts and Paulson & Co -- will take up to $3 billion owed them from the deal in the form of preferred equity securities in Dow.
All the other shareholders will be paid completely in cash.
Dow shares fell about 11 percent to close at $6.33, while Rohm shares closed up 16 percent at $74, both on the New York Stock Exchange.
"Wednesday night until now has been nonstop work by a lot of people and I feel very happy to land where we did," Rohm CEO Raj Gupta said outside the Georgetown, Delaware courtroom.
Rohm sued Dow in January after Dow refused to proceed with the takeover, claiming the deal under its original terms would jeopardize its future.
The two companies had been scheduled to face off in Delaware Chancery Court Monday morning and the courtroom filled beyond capacity with a multitude of lawyers, investors and top Rohm and Haas executives.
The companies eventually asked for a delay so they could keep talking in search of the settlement.
PREFERRED INVESTMENT
Last July, Dow agreed to buy Rohm and Haas for $78 a share to broaden its product offerings in higher-margin markets such as paints, coatings and electronic materials. Because Rohm was highly sought after, Dow agreed to pay what was then a premium of more then 70 percent for the company.
But Dow balked at closing after its $17.4 billion plastics joint venture with Kuwait fell apart. Dow had intended to use proceeds from the venture to help fund the Rohm deal.
Under the terms of the deal, the Haas Family Trusts and Paulson & Co will take $2.5 billion of the money owed them in the form of preferred equity. Dow will also have the option to pay out an additional $500 million as preferred equity to the Haas trusts.
Dow has been working to avoid a credit downgrade that could trigger loan defaults and limit the company's access to commercial paper.
The company already has cut jobs, slashed its dividend 64 percent and said it is looking at the possible sale of various assets."
"The efforts of NaturalNano in this regard have not yet been rewarded and that Company is now owned bt its toxic lenders."
In fairness, we should note that it turns out NNAN's toxic lenders (Platinum) were pretty much the same people as its founders and indeed overlap with the TI people originally behind NNAN (and Biophan, for that matter). That's presumably why they put one of the original NNAN founders in as the "new" CEO.
"Its lead product Pleximer has not sold despite having been on the market for over a year."
Haven't seen the new 10K for Natural Nano yet, and I have a feeling we might never see one, but I suspect you're right.
As regards Atlas, however, I have sympathy with one of the posters over at Yahoo! who points out that the old management as personified by William Jacobson (Jake to his friends) were complete crooks and that the new folk running it are different folk, who've exposed the fraud and mismanagement of Jake and his chums, and have also gained some heavy duty backing in terms of finance.
If nothing else, Atlas has some real estate and possible mineral assets, and it may turn out to be a good play, even if the halloysite it has is only ever used in fine porcelain.
To summarise, I suspect that Natural Nano, who along with FASC conspired with Atlas' original "management" to create a false market in each of their shares, and indeed Biophan, an equally suspect company asociated with the same suspects, have no long-term future and will disappear once the parties behind them have wrung as much as they can out of the game, Atlas may just be a different story.
I wouldn't bet on it, but I wouldn't bet against it either.
I read your post, and I have to say that if the KDS machine lives up to its billing, that a kind of "try before you buy scheme" that leasing would equate to would be a great way of getting market acceptance and ultimately increasing sales.
I wondered, therefore, suspecting as I do that in fact the KDS machine does not live up to its billing how long it would be before someone loyal to FASC's "management" suggested that it wasn't such a great idea on some spurious grounds or other. We now know the answer:
18 minutes and 56 seconds.
The trouble is, you see, that effectively, FASC have been running such a scheme for years now: buy one KDS machine before you buy all the others that we're going to PR as being in the pipeline. Pay us later if you want.
And of course for reasons that may be readily surmised, not only do these follow-up orders fail to materialize, sometimes even the original machine gets sent back.
If the technology doesn't work as it's supposed to, then no number of smart marketing ploys will compensate.
I believe that's the situtation with the KDS machine.
I wonder who ponied up the $100 (including trading fee) that resulted in this morning's 600% rise in pps(it took a 6,800 share purchase to drive it up, whereas yesterday's plunge was the result of the sale of svereal hundered thousands shares.
Money well spent from someone's perspective, perhaps
(as long as they weren't an insider who failed to declare such a purchase, in which case it could be the most expensive share deal since Martha took a call from her broker about Imclone a coupla years back)
but you'd have to say the asymmetry of price action wouldn't exactly encourage you to be too long on this particular penny stock.
An interesting NNAN news release went generally unnoticed:
"Sample Kits
Partnering - Sample Kits
Sample Kits
Samplekits of our Halloysite Nanotubes are available and priced below. Call for quotes on larger quantities.
Jim Wemett
NaturalNano,Inc.
Phone:585-267-4848
info@naturalnano.com
Quantity 500 g.
Product HNT
Description Halloysite-milled
Price $1000
500 g.
HNT-QM
Halloysite milled treated
$1000
1 kg.
Pleximer-PP1
30% Halloysite in Polypropylene
$500
1 kg.
Pleximer-N
30% Halloysite in Nylon
$500"
Now the good news is that this is the first sign I've ever seen that the company's website is genuinely looking for real customers - formerly it was clear that the website was purely aimed at potential "investors", also known as "mugs".
The better news, theoretically at least, is that at these resale prices, the 15 tons of halloysite nanotubes NNAN bought from a mine in New Zealand for $27,149 would be worth at least $30 million (assuming one ton is actually one metric tonne, which is a very conservative estimate).
Now even assuming some fairly intensive processing and a relatively low yield rate, it must be said this would be a fairly impressive rate of return.
The bad news? It doesn't say how (or indeed if) Natural Nano has added value to the raw material it purchased from New Zealand in order to justify a thousand-fold mark-up.
Oh, and you can buy high-grade halloysite clay from a number of suppliers, including world-renowned fine and analytical grade chemical supplier Sigma Aldrich, for a very small fraction of the price that Natural Nano are suggesting.
Something doesn't add up here, at least if Natural Nano are holding themselves out as a serious business. While this may allow them to put their inventory on the balance sheet at an outlandish valuation, they'll never sell a single gram at these prices.
Perhaps, as some of us have suspected all along, they aren't really a serious business.
Looks like the Prospect law suit is going badly, to say the least. Pro-Pharmaceuticals nearly lost by simply failing to show up:
"On December 12, 2008, in response to a motion for withdrawal by counsel in this case, the court amended its order dated October 6, 2008 to state that by January 9, 2009, a default judgment will be entered against us if new defense counsel has not entered an appearance on our behalf or we have not restored our relationship with our current counsel. On January 7, 2009, our successor counsel entered a notice of appearance to represent us at trial which commenced on March 10, 2009."
They have to admit in the filing that the results obtained with Davanat are equivocal to say the least:
"We have one drug candidate in clinical trials and results are uncertain......[This trial] may not start or be completed as we forecast, or may not achieve desired results."
Unbelievably, even though FDA have explicitly told them they need a Phase III study and a proper pharmacokinetic characterization of Davanat in order to gain an NDA for the product, they persist with the 505 (b) (2) fiction:
"Our 505(b)(2) NDA for DAVANAT® will seek FDA approval for co-administration of DAVANAT® with 5-FU for intravenous injection for the treatment of colorectal cancer. These 505(b)(2) NDAs are often used for drugs involving previously-approved products and, as a result, are less costly to prepare and file with the FDA."
This is deliberately misleading and actionable.
Obviously, "the Company’s recurring losses from operations and stockholders’ deficit raise substantial doubt about its ability to continue as a going concern."
It's not clear from the accounts how much cash they were able to siphon off to Platt under cover of compensation for loss of office etc. The 2009 Proxy statement may reveal this when it's issued, although I suspect we'll have to wait for the 2009 10K, which I believe will never be issued.
"If it's opinion and not insider info, no problems."
If it's "insider information", then it's illegal, and you should post it for precisely that reason.
"ALMI bought it and they own it!"
And they've been using it non-stop to process all that halloysite clay that they've mined and sold.
Or so we were led to believe.
The fact that in reality no clay was processed or sold is just one of those headscratchers that surround penny stocks like ALMI (under its old management at least), FASC and NNAN.
I've read the article, seen the video.
This refers to a prototype Myovad device that Anstadt was allegedly developing before Myotech had any association with Biophan. It's not just the name (now known as Myotech CSS), or indeed the bank balances of those who were so enthused by this touching human interest story when it was first presented that they rushed off to buy Bioiphan stock, that's changed since then.
Bonnie Tukes is indeed a mother now.
And one swallow does not a summer make, especially when it hasn't been seen for many years, and those associated with its sighting have a vested monetary interest in a favorable angle on the story.
If you choose not to believe me, then maybe one of the Biopphan longs wil set you straight.
Due diligence is so important when dealing with penny stocks.
Speculation and gambling is one thing.
Being defrauded is quite another.
If he responds, you won't need permission to reproduce his reply. Otherwise he would be releasing information selectively, which would be a breach of Reg FD.
Actually, that would be one of his less serious breaches of various securities laws.
Today's exposé of the fact that Green Energy Resources is clearly a scam and Joe Murray a lying fraudster:
http://messages.finance.yahoo.com/Stocks_%28A_to_Z%29/Stocks_G/threadview?m=tm&bn=76611&tid=759&mid=837&tof=20&frt=2
The device that worked in Bonny (who although a child at the time of the intervention is now a mother, if not, as rumored a grandmother) is quite different to the device that Biophan now claims to be developing.
In fact, the Myotech CSS device has not been near a human being since Biophan have been associated with Myotech.
And that, my friend, like it or not, is a stone cold fact.
"Cool. Guano to fuel."
FASC should consider patenting the process they have proved to be most adept at:
Money to guano.
Or at least shareholders' money to guano, and the same guano to money for company officers.
Recycling at its most striking, you could say. And all through the magic of FASC's magnificent KDS machine.
Cool indeed.
"We know our technology works"
Actually you don't know any such thing.
The available data seems to suggest that the latest manifestation of the Myotech CSS device works in dogs. I think that's about the most categorical statement you can make about the device at this juncture, and will remain so until and unless Biophan, or any partner they manage to engage to help them develop this device
(which shouldn't be too difficult, given that Biophan themselves have said it has the potential to save so many lives: "Over 260,000 patients per year experience in hospital cardiac arrest in the US alone, and these patients could greatly benefit from this device.")
actually engage FDA about what human studies would be appropriate, and start those studies as soon as possible.
When and if, and there certainly is an "if", those studies prove to be successful, then and only then, can you claim that "the technology works".
As for the "management", if their aim was their personal enrichment, and the enrichment of their friends at TI, Biomed, Myotech and Iroqouis, why, Dang Nabbit, they've been hugely successful!
All the evidence to date suggests that is their business model, and if so I think it would actually be fair to say your management does work.
Just not for you, is all.
They had to file an NT 10 K last year, and I agree it seems probable they'll file one this year.
What is more interesting to speculate upon is whether they'll file a 10K at all, or will this time elect to go to the Pink Sheets.
In spite of the optimism expressed by new CEO Mr. Wemett yesterday, I have a feeling that this will in fact be the case.
Here is yesterday's masterpiece of optimism untempered by any facts or milestones by which to measure progress against.
"NaturalNano Announces Completion of Business, Technology Review of Core Business; Significant Commercial Opportunities Identified
Tuesday March 24, 2009, 5:28 pm EDT
ROCHESTER, N.Y., March 24 /PRNewswire-FirstCall/ -- NaturalNano, Inc. (OTC Bulletin Board: NNAN - News; FWB: N3N) Acting CEO and President James Wemett announced today that he has recently completed a review of the NaturalNano business including the core technology, patent portfolio, current and potential customers. Mr. Wemett has confirmed both the technical and commercial viability of NaturalNano's additive technologies and processes, including its proprietary Pleximer(TM) polymer additive. The extensive review was conducted through a series of meetings and conferences with the Company's technical team, key customers, suppliers and potential strategic partners.
Mr. Wemett said that "I am encouraged by this bottom up review and am particularly encouraged by the response from the customer base. NaturalNano is actively engaged with its commercial partners on a number of feasibility studies and are in discussions on strategic longer term relationships. We continue to fulfill existing contractual obligations while we aggressively seek additional financially attractive opportunities to commercialize our proprietary technology. As we go forward, I will be informing our investors, and the financial community at large, of these exciting plans as well as the continued strengthening of the new management team."
http://finance.yahoo.com/news/NaturalNano-Announces-prnews-14733966.html
One of the interesting things about pink sheet companies is that it's difficult to validate independently how many shares are really out there, and it's not unheard of for some less than honest proprietors to claim a certain number for the authorized float while actually issuing far more than they have acknowledged. Usually the new shares issued take the form of sales from which the CEO of the company would pocket the proceeds.
One of the reasons that Joe urged folk to demand paper certificates may be that it would be more difficult to keep track of the outstanding float and detect this kind of fraud.
If this were true
(and it's a darn sight more plausible than this recent nonsense about saving the Nordic population by shipping woodchips to a snowbound Arctic Swedish population, and all of the other fantastical PRs, let's be honest)
then that would make Green Energy Resources a kind of low rent Ponzi scheme of the sort run by Bernie Madoff and allegedly run by "Sir" Allen Stamford, where those foolish enough to buy GRGR shares are buying newly minted shares from Joe, the proceeds from which he then uses for whatever purposes it is that Joe uses free money for.
"You said earlier biophan never stated any intent of taking on clinical trials."
I'm not sure that's the way most people will see that as the way Biophan presented the activities of Myotech:
"MYOTECH has completed the tooling for the first production device. The device will be used in first quarter 2007 animal tests to verify product performance and prepare for clinical studies in humans. The animal trials will be conducted at four research sites, in cooperation with leaders in the field of cardiac support.
“We are excited to be starting the final stages of animal testing that will precede human clinical trials next year[2008],” stated Michael Weiner, CEO of Biophan. “These animal trials at four leading research sites are required to qualify the device for human clinical trials. We believe that the MYO-VAD can change the way many forms of heart failure are treated and once it is approved, it has the potential to save thousands of lives.”"
I suppose you could argue that the the use of the words " will precede" is not a suggestion that Myotech will actually conduct those studies, but I know what the man from Peoria would think. I think it's a shame when you have to parse a company's PRs to see what the semantic escape clauses are! But if they could forecast the human studies were going to be conducted in 2008, then preusmably they must have had a definite plan, beyond hoping that they might find a partner. I don't think it's unreasonable to think they were suggesting they would do it themsleves, but if not, what was that plan, I wonder?
Myotech incidentally was a majority owned company during the time that those human clinical studies were slated to commence, 2008. It seems a shame for those "thousands of lives" that could have been saved that once again (that was about the third time) that a forecast for commercialization had been moved back a year even then, and of course the trial didn't take place in 2008, and there's no indication they'll take place in 2009, either.
And now we don't even get a forecast for the date of commercialization.
"iriquois is gone."
Indeed Iroquois is gone for now, but only because the seemingly inexhaustible supply of Biophan share certificates was in fact exhausted, and the wise shareholders decided to ignore the hired help when they suggested they should print 550 million more shares. I think most folk know in their heart of hearts that if the float had been tripled as requested, Iroquois would still be getting their monthly paper mountain from Biophan.
I personally think that Iroquois will turn out to have the same kind of close relationship with Biophan that it now transpires Platinum had with Natural Nano, although I freely admit that's conjecture, albeit conjecture based on close observation of the related parties behind both Biophan and Natural Nano, including, of course, Technology Innovations. Time will tell.
"fasb is an accounting procedure"
More accurately it's a set of accounting standards widely accepted in the US. The relevance here is that those universally accepted standards show that the Myotech assets for which the shareholders' agents ponied up over $16 million, are actually worth less than $2 million.
"Could the end be near?..........
For some posters.....
Hedge funds to cut 20,000 jobs in 2009"
Tet, I've often wondered who it was that is behind all the posts suggesting that Biophan was a good stock with a long term future, when just about all the objective data points in the opposite direction.
Similarly, I've pointed out on more than one occasion that more dilution (and indeed the original dilution) is and was only to the benefit of the toxic financiers and hedge funds such as Iroqouis who then play both ends - pump and dump, and shorting using their convertible shares and warrants as covers for their shorts.
I've also pointed out where Biophan's agreements with Iriquois actually allowed such "arbitrage".
If your thesis is that some of the pumpers are in fact agents of hedge funds such as Iroquois, then I can only agree that if they are no longer paid to post here that would be a good thing.
We could then concentrate on important issues like:
why it is that the Myotech CSS device has yet to progress into controlled clinical human studies,
why Biophan haven't met with FDA to sketch out a plan for approval for this (presumably Class III) medical device, in spite of raising millions of dollars for that express purpose, and
why Biophan's corporate governance is so poor it allows over $16 million of shareholders' funds to be transferred into private pockets, including the pockets of Officers of the company and shady LLCs like TI and Biomed, in exchange for assets properly valued by FASB standards as worth less than $2 million.
"Oh, look a distraction!!
Krays says,
"Here's another one for your hobby! I'll bet these execs have bigger boats/houses than MW by along way! You're going to be real busy as you "study likely scam stocks and those who promote them" You're going to have to hire staff to post about all the negatives out there."
Message board poster - "Oh! look! Over there!"
(Points into the distance)
Bystander - "Why, what's there??"
(cranes head to look where our friend is pointing)
Message board poster - "A distraction of course!"
(picks pocket of bystander while bystander is indeed distracted).
As it happens, I'm kind of focused on the 20 or so penny stocks I've identified before, most of them biotech (that's where my knowledge base and career experience is) with a few alt.energy thrown in for good measure, and definitely including Biophan.
There's plenty of other folk looking at the various "Blue Chips" that you'd like me to concentrate on instead of Biophan and the others down in the dumpsters here. I'll leave them to it, and stick where I was.
Sorry if that inconveniences anyone, but like I've said before, everybody should have a hobby or three.
Nice try, though. Ain't gonna work, however, either here or over at the IV or RB MB, whatever ID uses that line of argument.
P.S. Anybody here seen "Bad Day at Black Rock"? Great movie.
"BTW, I never heard back from you after I responded in detail to your post.......
....which was thoroughly debunked by my responses identifying each sale from 2004 to current."
Well, no, I guess that's my point. It wasn't debunked at all. You didn't even try.
I'm well aware of the KDS sales that have been claimed in the series of PRs that you referenced in your posts.
My point which both you and a particular IV poster seem intent on ignoring (or even ridiculing) is that if all the revenues from those sales had taken place, then the sales revenue accruing would eventually have shown up as an asset, although obviously that would have been offset by the various expenses and liabilities.
As a CPA, you'll know that it should be possible to build a good approximation of the P&L from a knowledge of the balance sheet over time together with the various income streams, like sales, and expense streams , like cost of goods sold, between the different timepoints reflected at the date of issue of various balance sheets.
And vice versa. That's what I would call Accounting 101.
And I've tried to do that with FASC's accounts, and it's quite a challenge, to say the least. You see, I think the balance sheet should be a lot healthier than it actually is if all the sales they have claimed have been booked and the revenues received.
To be honest, I thought that's what you were going to do to debunk my original post, rather than cutting and pasting the PRs. I seem to remember that was what you said you were going to do, but I guess you must have got diverted along the way, or I must have misremembered.
Still be a useful exercise to conduct, I reckon.
BTW, as a CPA you may be familiar with Benford's Law (not quite Acccounting 101, but mighty useful for some purposes).
I commend it to you heartily.
"Nice try, but FASC has sold KDS to a wide variety of companies and applications. Apparently, you want to require every small business to closely monitor any company's operations that they do business with, on an ongoing basis."
Judging from the sales figures
(you remember, those sales figures that you and others have maintained are completely unrelated to FASC's balance sheet, seeing as how sales and balance sheets are different things. Just foolish of me to think that assets recieved in exchange for KDS machines (aka sales) would ever find their way on to FASC's balance sheet, obviously. But that's the kind of mistake one can make if one doesn't have a CPA, I guess)
FASC has not sold KDS to that wide a "variety of companies".
In any event it wasn't just a sale of a machine, remember? As the iBox link shows:
"FASC and ALMI have formed a strategic alliance to bring technical support and advice for optimizing the processing of its clay and to designate FASC as the core supplier of grinding and drying equipment for ALMI's mining operations."
http://www.advfn.com/news_First-American-Scientific-Corp-_6879555.html
Which makes it odd when it becomes clear that not only were sales of halloysite clay falsely declared, but that it now seems that no halloysite clay was ever mined or processed at Atlas' Dragon Mine. You'll probably remember getting a different impression from FASC's own SEC filings.
Incidentally while the advn link from the iBox to the relevant PR works, the link to that PR from FASC's own website has been deleted. Spooky, huh?
Here's some new news:
Remember that halloysite clay that Natural Nano colluded with Atlas Mining to claim had been processed and been the subject of a commercial transaction - that proved to be entirely fictional clay?
Turns out the SEC want to investigate Atlas' behavior during that time:
"Item 8.01 Other Events
Atlas Mining Company (the "Company") announced today that the Securities and Exchange Commission has issued a formal order of investigation of facts with respect to possible violations of the securities laws by the Company and its officers, directors and affiliates for the period of August 2002 through 2006."
This period of course covers the time that the third party in this little conspiracy, First American Scientific Corporation, FASC, claim to have sold and supervised the commission and operation of a KDS machine to process halloysite clay. The halloysite clay, of course, turned out to be entirely fictional, which makes you wonder exactly what it was that FASC personnel were doing down there at the Dragon Mine.
I wonder how wide the SEC investigation will go?
Let's hope the answer is wide enough.
"Now that that is done. We are fully aware of the benefits
and drawbacks of the KDS and owning FASC shares."
Clearly not.
On a highly related matter, some of you who are unfortunate to own both FASC and ALMI may have seen this:
"Item 8.01 Other Events
Atlas Mining Company (the "Company") announced today that the Securities and Exchange Commission has issued a formal order of investigation of facts with respect to possible violations of the securities laws by the Company and its officers, directors and affiliates for the period of August 2002 through 2006."
This period of course covers the time that FASC claim to have sold and supervised the commission and operation of a KDS machine to process halloysite clay. The halloysite clay, of course, turned out to be entirely fictional, which makes you wonder exactly what it was that FASC personnel were doing down there at the Dragon Mine.
I wonder how wide the SEC investigation will go?
Let's hope the answer is wide enough.
Ahem.
"the KDS is made to be able to efficiently handle something as problematic as sewage sludge, it probably would then be made to easily handle....with excellent efficiency.....any/all of the other applications that have been discussed over the years"
My point in previous posts exactly - ice cream manufacture - which involves emulsifying technology, (and all the KDSs would be available by the shore after they'd finished dealing with the toxic algae problems) , bread-making, document destruction for Ponzi schemes like Bernie Madoff and Sir Alan Stamford's, and countless others are natural niches for FASC's legendary KDS machines ("legendary" in the good sense of course - I don't mean to imply they only exist and work in a fictional "legendary" sense, obviously - heavens, no!).
I do hope you passed these ideas to Cal as you promised!
TIA.
"The purposes are not "unknown," but have been explained clearly by BIPH, and it makes sense."
It may make sense to you, but not to me.
Here's what they say:
"The Board of Directors believes it is desirable to increase the number of shares of Common Stock the Company is authorized to issue to provide the Company with adequate flexibility in the future to be able to consider certain corporate opportunities that may arise and would require that we have sufficient available shares to enter into such corporate opportunities that may include, among other things, equity financing, acquisition transactions or strategic relationships. However, none are known or contemplated at this time."
Equity financing? We know what that means -more dilutive toxic financing.
Hardly "makes sense" to jump from the fire straight from the frying pan, even if they did have to be removed forcibly from the fire -seems they rather liked being in the "sewer rats"' deadly embrace, if I may mix metaphors so horribly. That doesn't mean you should encourage them, however.
Acquisition transitions? Buying something else - a company, a technology - they can also fail with? That certainly makes no sense. Even krays has previously agreed with me that what Biophan's "management" need is a laser-like focus on developing and partnering the Myotech CSS device, not distracting themselves with yet another acquisition (although these always seem to work out well financially for some parties, like Technology Innovations, Biomed or Myotech, they have never been anything other than a disaster for Biophan's shareholders, if you look back at the record).
Strategic relationships? Sorry, but you don't need to triple the float to enter a strategic relationship. If equity is a big part of any deal - and it doesn't have to be, lots of business development and partnership deals are done without equity - then let Lanzafame or any of the other officers who currently hold stock sell their shares to the new partners, or as has been suggested elsewhere, make any increase in float contingent on the terms of the deal, rather than giving Biophan's management a blank check.
After all, we know they can't be trusted with your money. They've destroyed over 99% of the value of this company from its peak - there comes a time when tough love is in order,and you should just say
"NO, no more free rides. Your job, Mr. Lanzafame, is to create value for your owners/employers by rapidly developing the Myotech CSS device and getting a partner. You've raised many millions in the past to do that -now the time has come for action, not yet more talk. Get to it, and stop wasting time trying to persuade turkeys to vote for Christmas".
"Why not let the company do what it needs to do?"
Here's why:
http://bigcharts.marketwatch.com/quickchart/quickchart.asp?symb=biph&sid=0&o_symb=biph&freq=2&time=20
Combined with the fact that what the company "needs to do" is to serve the best interests of its shareholders, and to be guided and led by its shareholders.
In fact, "the company" is its owners - the people asking for the MegaDilution by tripling the float for unknown purposes are merely their agents, and by law should observe their wishes.
If "management" can't even explain to those shareholders - who are, after all, the owners of the company - precisely why they need those extra 550 million shares, then I would suggest that they're very poor management, and should be replaced.
Agency theory is another interest of mine. Every equity owner should be at least fleetingly familiar with it.
"issuance of this patent......greatly increases the value of our technology portfolio"
That will doubtless be why they wrote down the value of their "technology portfolio", as they call it, by over $14 million in the last 10Q:
"The Company also recorded an impairment charge of $14,564,958 for the difference between the carrying amount and the fair value of the Myotech CSS technology."
Wonder if they'll monetize the uplift they claim the issuance of this patent has given them? I rather suspect FASB won't let them ,and for good reasons.
Still, as you remark, the words make a nice quote, even if they don't mean anything.
Incidentally, I note you posted this news way back last week. What took Biophan so long to announce it, I wonder?
Perhaps they felt the pps needed goosing? After all, there's the small matter of that REGDEX filing placeholder that, according to one poster here, appeared and then suddenly went missing.
P.S. otterman, one has to assume that there are current Biophan shareholders who have voted against the MegaDilution that Mr. Lanzafame is begging you to endorse.
Given Biophan's history of serial offending with respect to toxic financing, and the fact that they won't tell you exactly why they're so keen to get your vote that they've spent (at least) $50,000 on a telemarketing campaign, I suspect you know better than to fall for the sophistry of those who claim that it's your democratic duty to vote in the vexed matter of whether or not to give an alcoholic the keys to the liquor cabinet, when even a "no" vote may give the sot access to the keys he needs in order to get inebriated all over again.
"I swear, if this stock had gone the other way and was sitting just under 2 cents we would have some awesome speculation about how 5 cents is coming soon. Let's get back on the good foot and speculate on how this stock will soon go up."
Goldengoph, I thought you would have realized by now that Biophan is one of those stocks where any decline in pps is a major buying opportunity, and any increase in pps means that major price appreciation is just around the corner - and let's not be mealy mouthed here: at least one Biophan supporter has forecast a pps north of $1.00 during 2008, and most of our October/November momo crowd were forecasting 10 cents or more in double quick order - in most cases days rather than weeks.
In other words whatever way the pps moves means you should be loading up the truck.
Because of my hobby - the study of likely scam stocks and those who promote them - I have so far steadfastly resisted the siren voices of those who have tried to tempt me to buy.
As I am therefore not currently in the position, recently alluded to by one of the longer term Biophan adherents on this MB, of having to explain myself to my family and friends and apologize for their losses, I find myself thankful for my little divertissement.
"Which amazes me that he would waste so much effort in trying to save people from a penny stock ,he needs to get a life"
Relax, I'm not trying to save you. I have a feeling it would be a fruitless endeavor anyway:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=32135715
"John and Meg , after talking to them , gave me a feeling that there are opportunities waiting on the other side."
What "other side" would that be? The dark side?
They're certainly well acquainted with it, and have been kind enough to give BIPH longs (like rumdum who you've been busy decrying over at the RB MB) a four year guided tour of the lower circles of the Penny Stock equivalent of Dante's Inferno.
BIPH- Disinvestment thesis:
Management that have raised millions and millions of dollars in toxic finance over the years, on the pretext of developing the Myotech CSS device.
Here's just one of the highly misleading PRs that uphillride likes so much:
"December 8, 2005 -- Biophan Technologies, Inc. (OTCBB: BIPH; FWB: BTN), a developer of next-generation biomedical technology, today announced the acceleration of the commercialization program of the MYO-VAD following the recently announced agreement for its acquisition and investment in MYOTECH, LLC."
Over three years and over sixteen million dollars later, the Myotech CSS device (the only thing that's moved on is the name) remains allegedly 24-36 months away from commercialization.
That money that uphillride and others refuse to admit was pocketed by the private owners of Myotech, TI and Biomed, and was paid out in bonuses and remuneration to Lanzafame (last full year remuneration $629,000!) - what happened to that?
Why, it disappeared off Biophan's balance sheet:
"During the three months ended November 30, 2008, management performed a test for impairment of the Myotech circulatory support system (“Myotech CSS”) intellectual property which indicated an impairment to its carrying value..... As a result, the Company recorded a charge for impairment of approximately $14,565,000 which is included in the Company’s loss from discontinued operations."
But never fear, that $14 million has been put to good uses, a new yacht and mansion for one ex-CEO of Biophan among other things.
Then there's the increasingly desperate efforts to get approval to triple the authorized flaot by 550 million shares, for unspecified purposes.
The good news is that the shareholders' refusal to countenance this extraordinary request the first time round forced Biophan's hand and they were reluctantly compelled to jump out of bed with their "sewer rat" friends (and in the process transfer what little money they hadn't already given to the Myotech crew to the sewer rats, leaving them subject to a going concern warning).
The bad news is they continue to spend shareholders' money (at least $50,000, probably more by now))trying to persuade turkeys to vote for Christmas. Having failed four times to get these extra shares, they're going to have another go in April. Wonder if they'll tell the shareholders why they want them this time, and what their business plan is?
I'm also struck by the fact that if the Myotech CSS device is all that Biophan's supporters say it is, then it's incredibly irresponsible for BIPH's management to have failed to advance into human studies all the years -it's never been in a human being since Biophan took it over.
Similarly I'm struck that they simply can't find a prospective partner for this device, seemingly at any price. Something doesn't quite add up there, to my mind.
"Biophan inherited a HUUUUGE MESS"
I think it would be more accurate to say that Biophan's "management" past and present have created a huge mess. BIPH's current CEO, Mr. Lanzafame, has been associated with Biophan in several different capacities, all of them senior, since 2004.
That mess came a little closer to being sorted out when the shareholders, very smartly in my view, withheld approval for the proposed tripling of the float of Biophan shares.
That forced Biophan's hand, and they were compelled to pay off the so-called "sewer rats", Iriquois, as they had literally no more shares to give to Iriquois.
If they are allowed to issue another 550 million shares as you urge they should be, then it's compeletly predictable they will revert back to toxic financing, or give the shares away to "acquire" another medical device company, no doubt one associated with TI or one of its associated companies.
They don't need extra shares - they need a laser focus on developing and partnering the Myotech CSS device.
If the device is as beneficial as some on this MB have claimed, then BIPH's continued failure to even plan, let alone commence human tests is nothing short of a crime against humanity -and a very bad business decision to boot.
Incidentally, as Iriquois is a private limited company, we don't know which individuals are behind it. It's interesting, though, that Biophan's sister company, Natural Nano - of which Biophan's CEO was a Director until a couple of days ago - has been bled almost to death by sewer rats, Platinum, who have now installed their own man as CEO and sole Officer. Just so happens that that man was also one of Natural Nano's founders, exposing the intimate link between Platinum and NNAN. I'm (not) surprised that as a Director of NNAN, legally bound to guard shareholders' interests, Biophan's CEO John Lanzafame didn't object to this practise.
This is why I shouldn't be surprised, either, to find that there are deep links between Iriquois and Biophan's management, TI, Biomed and the rest of the usual suspects.
"Like i have mentioned numerous times, I KNOW WHAT I OWN!"
No need to shout. Repitition doesn't by itself make something true, but if you really do know what you own, I doubt all your previous predictions of prices greater than a dollar before the end of 2007, 2008 and all points between would all have been so catastrophically wrong.
I also doubt you would be so keen to persuade others to share your ownership of this somewhat speculative "investment".
The Internet is buzzing (well, iHub, RB and IV are, anyway) with rumors about Biophan.
Among the comments made was one has pointing out that Biophan needs a partner for the Myotech CSS. Actually, if they hadn't given away over $16 million in cash and cash equivalents, they could have taken the Myotech CSS device to a stage in human studies where a deep-pocketed partner might have been interested.
Instead they chose to channel that money to a bunch of private individuals, some of whom were and indeed are also associated with the management of Biophan, hence all the warnings in the filings that "management" had conflicts of interest - you betcha.
Now they want to triple the float, for reasons that some folk say are all good, but that unfortunately the company won't actually make a specific rationale for. Neither will they commit to avoid toxic dilutive financing, a step that would go some way to reassure some potential investors, I'm sure.
I sometimes wonder quite what the real story behind Biophan is. I do know I wouldn't like to go to bed knowing I was long on this particular stock.
PS. I see Mr. Market remains resolutely unimpressed by the patent issued today.
That must be distressing to any of the many momo traders who got stick holding BIPH stock priced at 1.5 to 2 cents at the end of Coctober, who may not be entirely unconnected with these rumors floating around so freely nowadays.
"don't forget MDT paid nearly a half million in consulting fees to BIPH last year, according to the latest 10Q...JMHO"
Actually, according to Biophan's last 10Q ,Medtronic didn't pay them anything like $500,000. Not even close.
But why spoil a good story by the facts when there's a pump afoot?
If wishes were Kings......
"Krays: I think BIPH may get aquired by Medtronic."
Goodness, the parish pump is in full flow today. Takes me back to 2008, when there were rumors on these MBs of an impending takeover of Biophan by Medtronic/BSX.
Of course by then, because people had heard the same tired rumors back in 2005, 2006 and 2007, the pps didn't respond in the same way as in the good ole days, when you could pretty well guarantee a 50-100% lift on any hare the momo crowd set running.
Sadly for day-traders and toxic financiers playing both ends of the game, the peaks due to the pumps have got smaller and the inevitable troughs following the dumps have got deeper.
That's why there's a whole bunch of momo traders sitting on shares they bought at 1.5 to 2 cents at the end of October, beginning of November.
While you'd have to give them A for effort and quantity of posts, in terms of creativity and imagination I reckon it's a D at best, and some folk don't even merit an E.
Many of these IDs you won't see again after this latest pump and dump effort. In a way that's a shame, because in times of hardship like these free entertainment of the caliber provided by these chaps is hard to come buy.
Just don't take any of it seriously, that's my advice to you. Not if you love your friends and family, anyway.
"If you haven't already, I would buy more while prices are low."
We've heard that many times before, at prices between $2.00 and 2 cents. Hasn't stopped it moving lower each time afterwards, though.
"Bonnie Tukes survived and is a mother ...a most impressive and poignant case study."
I'm surprised she's not a grandmother by now, given how long it is since she was the subject of an intervention using the original Myovad device.
Which makes me wonder why Biophan and those folk associated with Biophan, including millionaire Dr. Anstadt (and guess how he got to be a millionaire?) are still messing about with white rabbits?
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35810688
I mean they may be Antipodean rabbits and therefore considered by some to be dispensable, but isn't about time Biophan went back into humans, but this time under proper clinical trial conditions so that the FDA approval process can begin?
It's all very well quoting CEO Lanzafame from 2 years ago saying that the product could be on the market within 2 to 3 years, but the latest 10Q reveals that no progress has been made since then, and the Myotech CSS device remains perpetually 24-36 months away from the market.
And as we know, in BIPH-land, tomorrow never seems to come.
"I don't understand ALL the commotion about this Mary ladies post. I have read it numerous times."
It's quite simple.
When she writes
"In the conversation he was told Biophan would soon be partnering with a ventricular assist device company to manufacture a device they are working on, and the stock price should easily rise above one dollar.
At this time, I have only been able to find two large companies that make these devices, Thoratec Corp. and Abiomed Inc. I mentioned these companies to my brother-in-law and he can't remember which company was mentioned in the conversation but he believes it was Thoratec."
she is reporting a conversation that purports to discuss a pending deal between Biophan and a medical device company. Note the careful use of language:
"would soon be partnering"
not
"might soon be partnering".
The discussion and release of commercially sensitive information such as a business development deal being discussed is an offense under insider trading laws, and if in any way encouraged by the ownership of the company in question, is also in breach of Reg FD. (Both of these are offenses in which past Biophan CEO, and current Technology Innovations CEO, Michael Weiner indulges in regularly.)
The former carries a prison sentence - ask Martha Stewart.
Alternatively, if the conversation Mary so carefully reports is untrue, why, then she's telling a lie in order to influence the price of a stock. That's also a criminal offense known as a scienter.
That's why Mr. New is right when he says that either way Mary is a criminal. Incidentally if anybody on this MB were to buy Biophan stock because they believe Mary's story, then , technically speaking, they also would be guilty of insider trading. In reality I doubt that the SEC would pursue it, but you never know.
"I have posted on boards that BIPH i believe is a BUY as well. Am i wrong?"
So far, your track record is fairly diabolical, with many projections of prices in excess of $1.00 by the end of 2008 being forecast by you, so I guess the answer to that question is yes, you were wrong. Perhaps you'll be right in the future, but all of your past predictions on the pps of Biophan failed to materialize by the due date.
However, I accept that was due to irrational exuberance or to a desire to persuade people to buy the stock, neither of which are illegal as long as you tell the truth.
When you state categorically, as you have in the past, and as you imply in your latest post that you know I work for a hedge fund, that, however, is untrue, and as it is an attempt to get others to discounts the facts and opinions based on those facts that I express, one could argue that's a scienter too.
"I DO NOT endorse falseties/pumping of stocks in NO MANNER!"
Forgive me if an involuntary hollow laugh escapes from my lips at this point.
"The company has made it clear that they are not interested in dilutive financing."
Have they? When? I must have missed that.
BTW, I see that over on RB a number of now deleted posts have been doing the "my brother-in-law says Biophan is going to enter a partnership with a big Device company and the pps will shoot well over $1.00" schtick, either committing insider trading of the most egregious sort, or, as is much more likely, committing the equally illegal crime of a scienter, that is a deliberate lie designed to influence the price of the stock.
They've been aided and abetted by another poster over at IV who instead suggests another Device company as the alleged likely partner.
It's a shame that people feel they have to break the law to prime the Biophan price, even if there were a whole bunch of momo day traders left high and dry with a lot of BIPH stock at 1.5 to 2 cents from the last mini-pump in end October, early November.
The reality as I see it is that the only real reason that Biophan's "management" can want to triple the authorized float is precisely for dilutive financing, and that the Myotech CSS device has been unable to find a partner for the past three or four years, and the issuance of a patent or the ability to enter toxic financing is unlikely to make a difference to that.
The good news is that the private individuals such as CEOs past and present, Messrs Weiner and Lanzafame, associated with the Myotech Device have made literally millions of dollars from the device, even though it hasn't been near a patient since Biophan "partnered" with Myotech.
The bad news is that those millions used to belong to Biophan's shareholders, but don't any more. The "asset" that money was used to acquire turns out to be worth less than $2 million acording to GAAP, and less than that according to the BD marketplace.
Always a shame when what should be a value generating enterprise, true Capitalism, turns into a grubby zero-sum game, I think.
"Sales do not appear on the balance sheet."
Well, here's the thing about balance sheets. They're supposed to show the cash that the company has -and guess what? that cash is composed of revenues and income -all reported on the P&L, or the approximation of it given on the 10K - minus outgoings such as expenses, interest, divdiends and bad debts.
The two are - and I can see why an attachment to FASC might blind you to this simple fact, although as a CPA I'm somewhat surprised you don't know this - intimately linked, and given full disclosure of a P&L together with an understanding of the obligations, assets and liabilities of a company, one should be able to derive one from the other:
"The relationship between balance sheets and profit and loss accounts
The profit and loss (P&L) account summarises a business' trading transactions - income, sales and expenditure - and the resulting profit or loss for a given period.
The balance sheet, by comparison, provides a financial snapshot at a given moment. It doesn't show day-to-day transactions or the current profitability of the business. However, many of its figures relate to - or are affected by - the state of play with P&L transactions on a given date.
Any profits not paid out as dividends are shown in the retained profit column on the balance sheet."
"let's see you get more specific on your cash flow allegations."
It's quite simple - I can't see where the revenue from these 14 (at least that's what I make it) claimed sales from the iBox went, either on the income line or even less on the balance sheet, which is where it should have appeared eventually as part of the positive cash flow (but you knew that really, didn't you?). It certainly doesn't all seem to have been employed in the financing or profitability (albeit negative) of the business.
You're the CPA though - tell me -I certainly can't find it all - maybe you know where it went?
Foolproof destruction of damning paper trails.
Many of you will recall that when Enron first came under investigation, it was reported that dozens of staff were sequestered in the basement of various Enron offices, where they spent literally days shredding sensitive documents so they didn't fall into the hands of inquisitive parties such as the SEC or class action lawyers.
Imagine how much easier their job would have been if they'd had one or two of FASC's fine KDS machines to hand.
Now, this will come as a surprise to loyal FASC shareholders, but there are apparently still companies out there that are less than completely perfect models of financial probity.
For example the financial empires of both Bernie Madoff and "Sir" Allen Stanford have been alleged to be fraudulent enterprises. I should think that the shredders of both companies have been, and may even still be, working overtime.
How much easier just to load a KDS machine with the offending documents and press the start button - within minutes they'd have been "literally blown apart [and] pulverized" to quote FASC's own literature.
Seems to me therefore that the market for heavy duty high volume document destruction is a cinch for FASC's crack marketeers. Do let Cal know, and let's hope they don't decide to keep one for their own document destruction purposes! (Just my little joke, or light banter).
On a different note TRCPA asked me (just before Sleepin' Easy rather intemperately, in my view, used the "l" word about my posts) what evidence I had for my assertion that KDS machines were being returned (apart from the ones I'm not allowed to count, apparently because they've already 'fessed up about those). Well, I did a rough count of the number of machines claimed in the iBox and compared that with the revenues accruing to machine sales according to the 10Q for 2005 though to 2008, and found that 40% of the iBox claimed sales have not resulted in any declared revenue, which is quite a large number in itself.
But here's the interesting thing- looking at the cash flow (and you know the saying: “Sales is vanity, profit is sanity, cash is reality”) substantially less than half of those reported sales have appeared on FASC's balance sheet (which is something of a moveable feast itself, with the figures from same fiscal year varying from report to report.
So either they were being returned to FASC or they were being given away for free (or the accounts are just plain wrong - but surely that can't be the case?).
In any event I still maintain that my attempts to find valid uses for the KDS technology are as constructive and realistic as many others I have seen suggested by some on this MB, and indeed they are not intended to be anything other than helpful, if a little thought-provoking.
BTW, any of you chaps heard of Benford's Law? It's really interesting!