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Still lower highs and lower lows. And looks like volume has dropped way off again today.
Think it's gonna hug that 200 DMA area now IMO, which is right at about .020 now on my big chart. It broke the 50 DMA back on April 14th or so, on high vol, and never has even come close again to re-testing the 50 DMA, not even coming back close to it. It's a solid down trend.
Any seller of "size" again, like day before yesterday, and it heads S. for the 1.5 cent range IMO. It broke the 200 DMA, did a bounce, but is weak again today now with vol dropping off pretty sharp.
It spent a couple of months at 1 cent, only as recent as Dec 2013 into Jan 21st of 2014 (made its all time low of 6/10th of 1 cent in Dec 2013). And there's ever more dilution, even in just that 5 month or so time span. And lots of shares and warrants went out in the 1 cent range, a bunch.
Market cap is now back under $10 or $11 million at any given moment as it's bouncing around.
Share price Jan, 2011 was about .30 cents a share. Share price today, about 2 cents, 2.4 cents with a low of 6/10ths of ONE cent end of 2013. That's about an 80% loss in value.
Shares outstanding end of 2010, beginning 2011 was: (10-K, filed late that yr, by the way)
10-K end of yr 2010, beginning 2011, PAGE 1:
" The number of shares outstanding of the registrant’s Common Stock, $0.001 Par Value, as of May 10, 2011 was 42,600,569. "
42 MILLION shares outstanding. Today, about 500 MILLION shares and climbing rapidly. 42 million to 500 MILLION in dilution. Nothing is "better" IMO.
Nothing is "getting better" IMO. They're in as big a "desperation straights" as they've ever been, and a 10-Q containing qty-3 "warnings" in a single document says so, IMO.
The lower the share price goes, the harder it gets by the day/week to raise "financing".
Just to raise a paltry $100K from an "ASHER" type deal, when the shares are at about 2 or 3 cents, and ASHER gets a 45% discount ratio, costs um about 10 MILLION shares at a time. Not even a month's worth of survival cash.
Possibility of Bankruptcy, is not a "rumor", but a very real possibility per the BHRT Sr. mgt's own statements in their duly filed 10-K/10-Q, SEC filings/statements and also in the opinion(s)/statements of their licensed, CPA firm, fiduciary bound auditors.
Just from the latest 10-Q filing, covering period Q-1 ended March 31st, 2014:
Page 11/12:
"NOTE 2 – GOING CONCERN MATTERS
The accompanying unaudited condensed 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 unaudited condensed financial statements, during three months ended March 31, 2014, the Company incurred an operating loss of $620,923 and used $257,762 in cash for operating activities. As of March 31, 2014, the Company had a working capital deficit (current liabilities in excess of current assets) of approximately $11.1 million. 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."
That is Sr. Mgt speaking in their own words. To stop or cease to be a "going concern" is pretty much synonymous for "bankruptcy". And they added in, specifically, "liquidity problems" this time. "liquidity" or lack of, is what leads to "insolvency" which then ends in BK typically. It means you don't have enough "liquid" resources on hand (cash, or assets that can quickly be converted into cash/cash equivalents fast enough), arriving in your accounts in a timely enough manner, when needed, to pay your day to day bills and obligations (especially debt creditors).
Typical definition of "insolvent" under common accounting references, biz textbooks, etc (easily looked up on net) (commonly also often referred to as "bankrupt" interchangably in many places):
There are two tests to determine whether your company is insolvent:
The cash-flow test: are your company’s current debts, or future debts, unable to be paid as they fall due?
The balance sheet test: is the value of your company's assets less than the amount of its liabilities, taking into account the present uncertain circumstances and future liabilities?
Many people/firms are "asset rich" but "cash poor" and can end up filing for BK, as they can't meet the payments, as they are due, when due, on their day to day obligations. A famous example would be Elton John, the singer/rock star. He had a huge "net worth" (hundreds of $millions in net worth; BHRT's entire market cap is under $12 million by contrast), dozens of mansions/estates, all kinds of assets like aircraft, fine jewelry, rare cars, antiques,etc. But his songs were not as popular and not getting as much air-play, so his royalty income had dropped, he didn't tour as much and spent enormously, as in legendary spending habits. His accountants/counsel came to him and said you're basically "insolvent" and heading for BK. They sold off a bunch of his estates/real estate, auctioned off all kinds of stuff including famous costumes he'd worn, etc. He then went on a grind of a long road tour, a couple of them back to back, and dug out of the hole and kept the lifestyle he was used to living. Nicholas Cage, a guy once making $15 million a picture- same thing, no matter how much he made, his spending/bills due, were always just a "little bit more". Spent more than was coming in, faster than it was coming in, couldn't pay creditors on time; went BK. Went back to taking every job/gig he could find, for any amount of pay, re-building his fortune to this day.
BHRT really has no assets for the most part to sell in times of need. The only thing they have that ever "raises cash" is dilution by dumping common shares. That's their only source of cash essentially, their only "assets", IMO. This particular qtr, Q-1, 2014, they did bring in some cash as "revenues", but nowhere near enough to cover even their most basic spending/expense needs. (they've had periods of some "revenue" in the past also). And if that cash doesn't arrive on time, or someone says "no" to more shares as payment, or no more "ASHER" private placement "financing" deal comes through, ON TIME, when needed, etc, then they can become unable to meet their most basic bills. That's what that warning from Mgt means, IMO.
They did an "ASHER" type deal, for $37K, as recent as Feb, 2104. That means, IMO, they needed that $37K for survival, as they gave a 47% discount/conversion rate on the shares. Which is HORRIBLE terms. Why would one do a deal for a paltry $37K, unless they desperately needed it, and needed it "at that moment" to stay "alive" essentially? Why? (Daniel James Mgt deal, most recent 10-Q, PAGE 15)
Same 10-Q, most recent, PAGE 25 (meaning, ONE WARNING wasn't enough, they stated it more than once)
"Our Ability to Continue as a Going Concern
Our independent registered public accounting firm has issued its report dated March 24, 2014, in connection with the audit of our financial statements as of December 31, 2013, that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern and Note 2 to the unaudited financial statements for the period ended March 31, 2014 also describes the existence of conditions that raise substantial doubt about our ability to continue as a going concern."
There, they chose the specific words, "SUBSTANTIAL DOUBT". That's not by accident IMO. No one "wants" that kind of wording in their financials, it's not exactly a confidence builders.
Same 10-Q page 32 (warning NUMBER 3, in same document)
"At March 31, 2014, we had cash and cash equivalents totaling $218,984. However our working capital deficit as of such date was approximately $11.1 million. Our independent registered public accounting firm has issued its report dated March 24, 2014 in connection with the audit of our financial statements as of December 31, 2013 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern and Note 2 of our unaudited financial statement for the quarter ended March 31, 2014 addresses the issue of our ability to continue as a going concern."
That's THREE times in one SEC filing, that Sr. Mgt put specific wording/warning in place, and also described the warning of their audit firm, regarding "going concern" issues and "liquidity problems".
Again, IMO, there is no way, none, that this is by accident or just ole "boiler plate" or whatever. Again, no company wants that kind of negative language or doubt appearing in their public filed financial documents IMO. Those words are in there, cause they know they have to put um in there because of the "implications" and liabilities that would happen, if this thing fails, and they didn't put um in there, IMO. When you're at no risk of "failing/going insolvent" or whatever, you'd never, ever put warnings like that in your 10-Q or 10-K, IMO.
Spread is 8% or more on bid/ask. Not surprising. One $500 fill on the ask moves it "up" 8% on the day.
The "up" volume is much, much lower than the sell-side, big down volume. Pretty much the regular pattern on this one, IMO.
"The company" (BHRT) has no say/control as to when ASHER or similar "converts" their "notes" to common shares, once they ink a deal with them? The only way to get rid of an ASHER "note" (outside of it being "converted" to common shares) is for BHRT to pay it off before the due date. They don't have cash to pay off any "notes", or they wouldn't be borrowing them in the first place, IMO. So, not sure how they get any "ASHER type loans off their back"? They're doing those type of loans/deals as recently as Feb 19th 2014, with Daniel James Mgt, for only $37K. Which means they needed that $37K for survival, for a reason IMO, or they'd never do a "convertible" deal for a paltry $37K.
BHRT doesn't even, on most months, have the cash just to service the debt/interest payments on their Sr. loan obligations, and those are the one's that can put them into default, leading to BK, let alone the cash to fully pay all their "common" bills/expenses like salaries and rent and legal and insurance, etc. That's why they do "ASHER" type deals, get "loans/delays" from insiders (or issue them dilutive shares in lieu of cash payments owed) to delay paying them, pay bills in "shares of stock",etc
This most recent 10-Q, was not, IMO any "good news" as nothing about their basic financial "troubles" changed, IMO (mgt inserted their own words, "liquidity problems" into the 10-Q, page 12).
They took a large loss from operations, they diluted shares HEAVILY, they relied on all sorts of juggling of "loans/payments/bonuses owed" etc. Nothing has changed from any other period or filing for the last few yrs that I could see? NOTHING advanced or had any "news" about their flagship, phase II/III trials. It was just more of the same, that I read in that 10-Q.
They are also using "common shares", as in 10's of MILLIONS of them, for making payments, on what would be, just "normal" bills and day to day operational expenses. And 10's of millions of those shares have gone out at about 1 cent each. (See most recent 10-Q page 18 and 23/24 for examples). Those, IMO, are the ones most likely being sold on a day like yesterday.
The "revenue" was not enough to even make a dent in their operational losses, which were actually greater this yr, than the same time last yr. See 10-Q. (Loss from operations in Q-1, 2014 was (620,923) and in Q-1, 2013 was less at (531,084)). Their expenses grew faster and by more than any "revenue" they brought in, off-setting any effect of it.
Down 75% now from .08 peak, which occurred on about March 3rd, only 2.5 months or so ago. Nothing "normal" about that IMO.
.08 - .019 = .061 / .08 = .76 X 100 = 76% LOSS. ( a little over 2 months)
Or, there were certainly a lot of buyers IMO, around the 5 or 6 cent range (early April, pretty high volume), after the initial collapse from the .08 peak. They'd be at a loss of about:
.06 - .019 = .041 / .06 = .68 X 100 = 68% LOSS. They'd need the stock to essentially "triple" now (200% gain) to get back to "break even".
Many would be down for an almost 60% loss in only about 1.5 months, as it bounced back to about .055 on about April 3rd, after the initial collapse from the .08 peak. Any buyers who held at that .055 range, are now in a 60% loss range, in only about 1.5 months.
Dilution, IMO. Those are huge losses to take on any investment, but in only 1.5 or 2 months or so, it's mind blowing, IMO.
It's hugging, gravitating to that 200 DMA now at .02. It's actually breaking below it at this moment- which is a pretty critical trading point IMO, as it's free-fall below that IMO, no support.
Who knows right here? Maybe could hit the 1.5 cent range? There'd still be "someone" making good money at even 1.5 cents, if they're holding millions of shares they got at 9/10ths of one cent, as stated in some of those recent common share "deals/payments" in this most recent 10-Q filing (Page 18 for example).
How many "in the money", sellable, common shares "might" be out there right now?
It's hard to get an exact number, as BHRT has handed out, literally, so many 10's of millions that it takes practically a forensic accountant to comb the 10-K/10-Q and try and tabulate all the shares for "payment", plus now, "warrants" and all the rest. But a quick glance of just some recent 10-Q statements might give an idea why this stock price, IMO, can be crushed to the 1.5 cent range, easily, and the holders of millions of shares, would still be making great money on their sales.
Most recent 10-Q, PAGE 18:
"Common stock
During the three months ended March 31, 2014, the Company issued an aggregate of 6,750,781 shares of its common stock in settlement of outstanding accounts payable. In connection with the issuance, the Company incurred a loss on settlement of debt of $65,548.
During the three months ended March 31, 2014, the Company issued an aggregate of 7,166,214 shares of its common stock for the conversion of $57,500 of convertible notes payable and related accrued interest of $2,300."
So, doing the math on those, they work out to about 9/10ths of ONE CENT they got those shares at. $57,500 / 7,166,124 = .008 (8/10th of ONE CENT) for those 7 million shares.
So that group right there is almost 14 MILLION shares at about 9/10ths of one CENT. Meaning those holders could sell at say, 1.5 cents and still make 50% return on their money.
Most recent 10-Q, PAGE 23/24:
"NOTE 13 — SUBSEQUENT EVENTS
In April 2014, the Company issued 18,383,774 shares of its common stock for service rendered valued at $180,511.
In April 2014, the Company issued an aggregate of 4,793,268 shares of its common stock in settlement of $67,500 convertible notes payable and $2,700 accrued interest.
In April 2014, the Company issued 11,918,181 shares of its common stock in connection with the exercise of warrants. Proceeds received was $136,000, of which $6,000 during the three months ended March 31, 2014."
So, that's about 18 million + 4.7 million + 11.9 million shares that are all priced around 1 cent to about 1.4 cents. So that's another 34 MILLION or so shares, that someone could be selling, at even 2 cents, and still be making double their money maybe, or at least 50% return, or if they sell at say, 1.7 cents, maybe 25% return on their money. Not bad "investments" on some short term money.
So, now, that's 34 million + 14 million = 48 MILLION shares, that are "in the money" even at about 1.5 to 2 cents. Enough "in the money" IMO, that a "flipper" would sell them to get their investment/payment/loan money back and move on. Making a nice, 25% or 50% return, whatever the case, on their money. That's a LOT OF SELLING PRESSURE, when the stock trades, "maybe" 500K to 1 million shares on a "good day", and often about $12K to $20K at the most in dollar vol. It can't take that kind of selling vol w/o the price taking huge hits like yesterday, IMO. But the seller doesn't care, if they're making money all the way down to the 1.5 cent range.
Most recent 10-Q, PAGE 33:
"During the three months ended March 31, 2014, the Company sold an aggregate of 24,292,783 shares of the Company’s common stock and common stock purchase warrants to purchase 23,289,975 shares of the Company’s common stock for aggregate gross cash proceeds of $371,000. The warrants are (i) exercisable solely for cash at an exercise price of $0.011 to $0.0214 per share, (ii) non-transferable for six months following issuance and (iii) exercisable, in whole or in part, at any time during the period commencing on the date that is six months and one day following the date of issuance "
So, that's another 23 MILLION shares that will be at .011 to .021 per share. They're "locked" for 6 months, but lets say they went out in Jan/Feb. That means the 6 months is up in July/Aug maybe. Lets say half are at the .01 range. That would be 12 MILLION more shares approx. that could be "exercised" at 1 CENT.
That means that warrant holder could "exercise" um, then "flip um" up on the market and if they got even 1.5 cents or even 1.25 cents, they'd still be making a 25% to 50% return on their money. Who wouldn't take that IMO?
So, that's now 48 MILLION + another potential 12 MILLION would be 50 MILLION shares that would be "in the money" all the way down to perhaps 1.5 cents easily, maybe even 1.25 cents would still entice the holder to sell for a profit? THAT is DILUTION and what it will/can do to the common shares.
And all that, doesn't even take into account the ASHER and David James Mgt "convertible" shares, just the most recent "convertible" deals for $100K + $37K with 4% and 47% discount to market on the shares.
So, HOW MANY SHARES DOES ASHER GET if they "convert", say at 2 cents a share?
$100K / 2 cents = 5 MILLION SHARES. BUT, they get a 45% discount to market. So, they'd really get almost 10 MILLION shares for that $100K "note".
So, just those two most recent "ASHER" type deals of $137K, could result in about another 13 MILLION or more shares being "converted" and the sold.
So, that's now about 50 MILLION shares + maybe another 13 MILLION or so = 63 MILLION shares that could "hit the selling" block. That's just from a "glance" at the most recent 10-Q, to give some perspective on why DILUTION and "desperation financing" matters and what it can/will do, IMO to the common share price. NO WAY this stock, IMO, can support absorbing 50 MILLION shares on the sell side, w/o the price getting crushed. They obviously don't put them all up for sale in one day, or even one week. But they will do it, IMO, in "increments" like yesterday, 8 MILLION share vol day, and then let it recover a bit, then hit it again with another sell block, wash, rinse, repeat until they get their money back + profit and "unload" those holdings. It's how these people/finance houses make their money.
This, IMO, is why the price will be headed back to the 1.5 cent range, with lows of maybe even 1 cent or so. It's just got too much dilution (and MORE COMING) to ever recover IMO. There will be spikes along the way like a 2.5 yr chart shows- but it ALWAYS has rapidly collapsed back down, always heading back to the 1.5 to 3 cent range, for 2.5 plus yrs now. I don't see anything, any catalyst to change that. Let alone that they are dealing with "liquidity/solvency" issues on a continuous, on-going, month to month basis, never ending for yrs now.
The "convertibles" for ASHER and similar are "floorless"- meaning there is no "bottom price", NONE.
They "convert" based on the formula given in the 10-Q, PAGE 14:
Asher Notes (During this year)
During the three months ended March 31, 2014, the Company entered into a Securities Purchase Agreements with Asher Enterprises, Inc. (“Asher”) or affiliates, for the sale of 8% convertible notes in aggregate principal amount of $97,500 (the “Asher Notes”).
The Asher Notes bear interest at the rate of 8% per annum. As of the quarter ended March 31, 2014 all interest and principal must be repaid nine months from the issuance date, the last note due December 26, 2014. The Notes are convertible into common stock, at Asher’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. The Company has identified the embedded derivatives related to the Asher Notes."
That means, that ASHER actually benefits, gets MORE SHARES, the lower the price goes, even if it approaches zero. They can't lose, no matter what. They convert at a 45% discount, and there is no bottom of ".03" or any other "limit".
Similarly, many of the warrants, the recent ones, can "be exercised" at about 1 cent to 1.6 cents, putting them well, "in the money" at even 2 cents. Meaning they could be "exercised" and turn around and sold for a decent profit. BHRT gets some money from the warrant/shares being bought, but it will also put huge, IMO, downward pressure on the common shares, as I doubt that warrant holder is going to hold long term, but instead only wants to get the shares, turn and flip um, for the profit IMO. It results in more shares going on the market and selling pressure.
Also, as pointed out, page 24/25 of the 10-Q, lists an enormous wash-list of firms/people who got "shares as payment" for all kinds of stuff such as "services rendered"- and a good chunk of those shares, when one does the math, shoes them to be given out at about 1 CENT. Meaning, similarly, those people/firms, could easily sell into the 2 cent range, and still be doubling their money.
So, there is a TON of "in the money shares" out there, and I'm not aware of anything related to a "below a .03 limit" or anything regarding that term or similar to that term?
If shares were given at 1 cent and they're common shares, then they are "in the money", meaning they could be sold on the market, at a profit, at any price above about 1 cent. The "convertibles" are floorless- meaning they are "in the money" and make money for an ASHER type firm, no matter how low the share price goes and typically, for a firm like them, the lower the price goes- the better for them and the more money they will make.
It's explained real well here, in this article (one of the best, easiest explanations I've ever found of how this type of financing "works" and how an "ASHER" or similar, "do what they do"). It's a very good article IMO, as they give a very specific explanation of how the "ratchet" down works. Short, cover using "convertible shares, short some more, cover some more, on down- making money all the way. How low it goes, doesn't matter, the firm like an "ASHER" makes money all the way down, in fact more money is made, the lower the share price goes. How "floorless convertibles" or "ratchet" financing works and how a "short position" can/will be used by an ASHER type firm, to make even more money on those "convertible" shares:
http://www.stockpatrol.com/article/key/deathspiral
Revenues didn't even come close to making a dent in the massive rise in their expenses/costs, or need for on-going "toxic financing" or use of "common shares for payments" for all sorts of their expenses. The qtr loss was actually greater than yr-over-yr, same period last yr.
Most recent 10-Q, PAGE 5:
Marketing, general and administrative, Q-1 2014: $838,329
Marketing, general and administrative, Q-1 2013: $370,533
The rate of increase in expenses, far outstripped the revenue, gross after cost of sales.
Most recent 10-Q, PAGE 11/12 (show net loss from operations, Q-1 INCREASED 2014)
"NOTE 2 – GOING CONCERN MATTERS
The accompanying unaudited condensed 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 unaudited condensed financial statements, during three months ended March 31, 2014, the Company incurred an operating loss of $620,923 and used $257,762 in cash for operating activities. As of March 31, 2014, the Company had a working capital deficit (current liabilities in excess of current assets) of approximately $11.1 million. 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 operating loss for the same period, 2013, 10-Q, PAGE 5:
(531,084)
Thus, despite "revenues", their operating loss increased from $531,084 Q-1, 2013 to $620,923 for Q-1, 2014. That was due to a huge increase in the SG&A expense/cost line entry of $838,329.
They're not even remotely close to being cash-flow positive.
Tested that 200 DMA just as suspected. It went below .019 today. Settled back just above it.
It either bounces IMO, or it's got zero support below that. Could be headed back to the 1.5 cent, maybe even 1 cent range, given all the shares/warrants out their now, a bundle of them all the way down to about 1 cent.
If someone got 18 million shares at ONE CENT, for "services rendered" ($180K payment, most recent 10-Q, page 24), remember- even if they unload at down to 1.5 cents, they still make about 50% return on their money. Which is a stunning ROI, for a short term investment of $180K "services rendered". It's beats the heck out of a savings account ROI on your money. Even if they kept dumping down to 1.25 cents for example, they're still making 25% or so on their money. Who wouldn't take that return, in today's low interest rate environment?
Pouring out all those dilutive shares in April alone, has/will have consequences IMO. Today, I'd speculate is just the beginning.
Well, there it went. As state previously, I just had "that feeling" from past experience. When the bid/ask spread gets real wide, when one starts to see days of what I've called "flat lining"- meaning where it will sit for an hour, sometimes 2 or more hours, w/o a single trade. When the total daily dollar volume drops to like $10K, maybe $12K on some day, the lower highs/lower lows, etc. I just get the "feeling" that one of these days is coming or will come soon.
The problem, IMO, is that it takes just one seller of "size" (there's a ton of warrants out now, "convertible shares", etc just floating/hanging out there and they're "in the money" all the way down to like 1 cent)- and once the vol gets dried up, as in the past few weeks, it just doesn't take much, IMO, to create the scenario of today.
Also, remember, IMO- ASHER and the other "convertible finance" houses may, always, at some point in the future go short. They get more shares on the "conversion", the lower they can make the price go.
A day like today, could be an "ASHER" type, beginning to turn, and "go short' now, IMO. They get their shares at a 45% discount to the 3 trading days, blah, blah, blah. Thus, they actually make more money, when they can make the stock go lower. That's the "toxic" part, in the "toxic convertible financing".
From most recent 10-Q, PAGE 14:
"Asher Notes (During this year)
During the three months ended March 31, 2014, the Company entered into a Securities Purchase Agreements with Asher Enterprises, Inc. (“Asher”) or affiliates, for the sale of 8% convertible notes in aggregate principal amount of $97,500 (the “Asher Notes”).
The Asher Notes bear interest at the rate of 8% per annum. As of the quarter ended March 31, 2014 all interest and principal must be repaid nine months from the issuance date, the last note due December 26, 2014. The Notes are convertible into common stock, at Asher’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."
It's that 45% discount to the average... That's the part that will cause days like this, IMHO. It's called "toxic financing" for a reason.
The other possibility IMO, is it's some more of those "in the money" warrants being unloaded. Remember, many of those warrants and/or shares "given for payment" for all sorts of reasons, have prices from about 1 cent to maybe 1.6 cents. So, they are still making double their money if they unload them in the 2 cent range. Again, problem is, this is so thinly traded once vol dries up, that the minute the unloading starts, there's nowhere near enough buyers to pick up the slack, and down it goes until it finds a "bottom" where people are willing to step in and buy, or the seller gets rid of their position, still at a profit.
Most recent 10-Q, PAGE 23/24 (look at the boat-load of shares issued "as payment" for all sorts of stuff. I did the math on a lot of them, and they work out in many cases to about 1 cent a share. So that person could "flip those shares" and sell at 2 cents, and still be doubling their money- a very possible scenario of today. DILUTION HAS CONSEQUENCES IMO)
"
NOTE 13 — SUBSEQUENT EVENTS
In April 2014, the Company issued an aggregate of 3,839,832 shares of its common stock for services rendered valued at $43,250.
In April 2014, the Company issued 5,263,315 shares of its common stock in settlement of related party advances of $100,000.
In April, 2014, the Company issued 1,002,808 shares of its common stock in settlement of common stock subscriptions of $50,000
In April 2014, the Company issued 274,681 shares of its common stock as settlement of six months accrued interest on the Northstar note obligation.
In April 2014, the Company issued 18,383,774 shares of its common stock for service rendered valued at $180,511.
Lets just do the math on this one as an example: 18 MILLION shares for 180K = 180K/18 million = .01. That's 18 MILLION shares "hanging out there" at 1 cent. If that "whoever they are" -can sell um/flip um, for even 2 cents, they just made about $180K, DOUBLE THEIR MONEY, a 100% return on their money. THAT is how it "works" IMHO. And who even knows what "service rendered" is or means and to who these shares were given?
In April 2014, the Company issued an aggregate of 4,793,268 shares of its common stock in settlement of $67,500 convertible notes payable and $2,700 accrued interest.
In April 2014, the Company issued 11,918,181 shares of its common stock in connection with the exercise of warrants. Proceeds received was $136,000, of which $6,000 during the three months ended March 31, 2014."
Dilution has real world consequences, often dire to the common share price IMO and use of "convertible share" financing, similarly has consequences, often dire, IMO.
Making lower highs and lower lows and spread is WAY opened up.
Also, volume has dropped way off on several days, where it just "flat-lines" for an hour, sometimes several hours w/o a single trade on the tape. Several of the past days, it's only traded maybe $10K to maybe $15K total for an entire trading day. That's like qty-10 or 12, $1K trades maybe.
Look at the bid/ask spread right now. Bid is .0236 and Ask is .0247. It can have a 5%, 6%, sometimes 8% spread, just to get a $500 fill.
IMO, historically, when it gets to this low volume, "flat-line" periods, lower high and lower low mode- it's getting ripe for a big drop. I still think it's gonna head for at least the 200 DMA at .019, IMO. Maybe lower. A few big sellers, and this can drop 10% even 20% in a single move, seen it so many times in the past, when it's in this "high spread/low volume" mode it's in now.
It's already hit about .022 several times now in the past month on a big chart. That's getting real close to that 200 DMA of .019.
Bioheart has not seen $1 a share since 2009, almost 5 yrs ago now. That's also approx when their "flagship" product trials- the phase II/III FDA, registered, U.S. based trials essentially ended, stalled-out, for all intents and purposes.
The company had far, far more employees, far less dilution, etc. I see no indicator that would ever return this stock to the $1 range IMO. The massive dilution over the past 5 yrs, that alone, makes it near impossible IMO.
Yet, in 2009, they were already in deep financial trouble (finished the yr with about $75K cash on balance sheet of 10-K) and all the following in the 10-K. And IMO, things have only gotten worse since 2009, and never recovered and the stock price has been in steady decline ever since, reaching the 2 penny range or so, with .063 cents being the low. I see no reason how/why it would now reach the "dollar range" today? What has changed or gotten better? It's all worse if anything, IMO?
From the 2009 10-K, labeled, "For the fiscal year ended December 31, 2009"- the last yr it ever saw the "dollar range" per share:
PAGE 1:
"The number of shares outstanding of the registrant’s Common Stock, $0.001 Par Value, as of February 28, 2010 was 20,489,444."
TWENTY MILLION shares. (today it's at about 500 MILLION outstanding, and a recent increase to available of 2 BILLION shares)
Yet, were serious financial problems (like the present, "liquidity" issues for example, or "financing" problems) new to BHRT as far back as 2009?
PAGE 43, 2009, 10-K: SAME "financing" used today, IMO (massive dilution/dumping shares-for-cash deals). Just selling shares/diluting for survival cash. Nothing has changed, IMO, and it's 5 yrs later.
On July 1, 2009, we issued 140,850 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $0.85, for aggregate proceeds of $100,000.
On August 17, 2009, we issued 255,640 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $0.74, for aggregate proceeds of $158,500.
On August 21, 2009, we issued 363,210 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $0.64, for aggregate proceeds of $192,500.
On September 2, 2009, we issued 320,000 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $0.73, for aggregate proceeds of $195,200.
On September 14, 2009, we issued 9,500 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.25, for aggregate proceeds of $9,880.
On September 15, 2009, we issued 82,700 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.60, for aggregate proceeds of $110,002.
On September 16, 2009, we issued 33,110 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.81, for aggregate proceeds of $50,000.
On September 17, 2009, we issued 6,100 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.97, for aggregate proceeds of $10,000.
On October 1, 2009, we issued 30,490 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.97, for aggregate proceeds of $50,000.
On October 2, 2009, we issued 31,000 shares of our common stock and warrants for the purchase of our common stock at an exercise price of $1.94, for aggregate proceeds of $50,220.
After all that, what else happened in 2009?
http://www.bizjournals.com/southflorida/stories/2009/01/12/daily50.html?page=all
"Bioheart delinquent on loan, bankruptcy possible"
""We’re trying to position the company to survive from profits from revenues," Leonhardt said (sound familiar??), referring to the company's historic reliance on lenders. "We believe we can be cash-flow positive by the end of March." (THAT statement was made in 2009. CASH FLOW POSITIVE? How did that turn out?)
David J. Gury, the former CEO of Nabi Biopharmaceuticals, resigned from Bioheart’s board on Jan. 7 over a disagreement with Leonhardt. According to Bioheart’s SEC filings, they did not see eye-to-eye over the requirements of a public reporting company to meet its regulatory requirements.
That left Bioheart one board member short of NASDAQ requirements. It has 180 days to regain compliance.
Leonhard said he had no disagreement with Gury and that Gury later withdrew the critical letter he sent, but he still resigned for personal reasons.
On Jan. 5, Nicholas Burke, BioHeart’s VP of financial operations, notified the company that he would resign, effective Jan. 16, but would continue consulting with the company.
Bioheart CFO and Principal Financial Officer William H. Kline resigned on Jan. 2. The company has not announced replacements."
So, there were mass departures already in Sr. Mgt and BOD by that point. Even a dispute over, apparently, SEC filings meeting "regulatory requirement"? (kinda sounds serious IMO)
PAGE 51 (2009 10-K)
"Marketing, general and administrative expenses were $2.2 million in 2009,"
What's amazing about that IMO, is BHRT for Q-1, 2014, with 4 full time and one part time "employees" left now, just racked up about $850K already in SG&A expenses for just Q-1, 2014, meaning they're tracking to exceed the 2009 level- back when they had a full staff of Sr. Mgt like VP's and finance and many other full time staff, were running FDA phase II/III big trials, had a TGI whatever they were marketing, etc. That's a stunner IMHO. Wow.
PAGE 54, 2009 10-K
"On February 25, 2009, we received notification from The NASDAQ Stock Market of its determination to discontinue our NASDAQ listing effective February 27, 2009. We have engaged a market maker for our common stock and our application for quotation of our common stock on the Over-The-Counter Bulletin Board was approved by FINRA."
Then, after all that, the present mgt team took over (what's essentially all the "key" players of the present mgt team) on about Jun 23rd, 2010. A stock chart will show the share price then to be about .30 cents a share then, perhaps a peak of .40, maybe .50 cents tops or so, and it's been nothing but in steady decline, essentially ever since then, again, reaching as low as 1 cent recently, to around 2 or 3 cents a share as of recent.
http://www.prnewswire.com/news-releases/bioheart-announces-mike-tomas-appointed-ceo-97013034.html
The stock since this CEO took over, on a chart from the day of taking the CEO position, shows the stock to be down about 93% since that point in time (down about 98% or more since the IPO date).
The 10-Q from that period, around June 2010, shows the following:
"As of June 30, 2010 there were 27,327,705 outstanding shares of the registrant’s common stock, par value $0.001 per share."
Now diluted to about 500 MILLION shares under "the watch" of this present mgt team. 27 MILLION to 500 MILLION, and neither the MARVEL or REGEN or any major advance in an FDA phase II/III trial reaching completion or nearing submission to the FDA to even be considered for "approval" has occurred that I can see or discern, IMO?
Cash on that 10-Q, PAGE 39, dated 2010, was:
"At June 30, 2010 we had cash and cash equivalents totaling $4,872. However, our working capital deficit as of such date was $11.1 million. Our independent registered public accounting firm has issued its report dated March 31, 2010 in connection with the audit of our financial statements as of December 31, 2009 that included an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern."
About $5K CASH LEFT and the GOING CONCERN WARNINGS were in place. What's changed today? What would drive it now to the "dollar range"? They are in as bad, if not worse financial shape now and highly diluted, but the stock back then was only .40 cents or so (NOT a "dollar" or "dollars)? Not seeing it, not at all?
Also, they still appeared to have "somewhat" of a staff- but were still having BOD departures and major changes in SR. mgt, etc
PAGE 31:
"on July 9, 2010, the Board of Directors of the Company appointed Catherine Sulawske-Guck as Chief Operating Officer. Ms. Sulawske-Guck has served as the Vice President of Administration and Human Resources since January 2007. She joined Bioheart in the full-time capacity as Director of Administration and Human Resources in January 2004 after having served in a consulting capacity since December 2001.
On August 13, 2010 Peggy A. Farley resigned as a director of the Company."
And for all this "performance" (diluting to 500 million shares, no real, major phase II/III FDA trial progress IMHO, the common shares being essentially wiped out to pennies or less, etc)- for that, the two "key people" on the "team" left now, just got substantial pay increases, as in a tripling essentially, of their overall compensation packages, and a 50% gain in their base salaries and a "bonus" tacked on too boot. See most recent 10-K, yr ended 2013 filing, compensation table, PAGE 71
Amazing IMO. Why would it go to the "dollar range" today? I can't see a single catalyst, or real difference in their financial or other conditions, from clear back in 2009/2010. They were already in deep financial and other troubles then IMO and that of their SEC filings and auditor's opinions, and it's only gotten worse, more diluted, stalled trials, etc to this day, IMO (and a share price collapsed from .30 or .40 cents, to now 2.5 cents or so). What would possibly change all that now?
Oh, and for a while "back then", they actually had some sales or a salable product- in the TCI whatever. But it, like it seems like everything else, just some how ended up going nowhere essentially and amounted to largely nothing for them, IMO.
"dollar(s) per share"? Not seeing it, IMHO. Just can't see anything remotely possible to make that "quantum leap" possible, nothing.
"The FDA has placed a hold on the request for an Expanded Access protocol using MyoCell IN PART because the proposed expanded access study would likely interfere with the clinical development of MyoCell and/or interfere with developing market approval. Bioheart intends to continue enrollment in the MIRROR trial while hold items are addressed with the FDA. In addition, Bioheart plans to initiate part 2 of the MARVEL trial using the J&J MyoStar™ Catheter to deliver MyoCell to CHF patients."
http://www.marketwired.com/press-release/bioheart-announces-phase-iii-mirror-trial-for-myocell-initiated-otcqb-bhrt-1807938.htm
Those two key words, "IN PART", as well as, (IMO) the extremely important words/wording, "while HOLD ITEMS are addressed with the FDA", (plural case, "ITEMS"), as far as I'm aware, have never been further explained/clarified by Bioheart? "IN PART", IMO, clearly means there is more reason than simply, "The FDA believed that it would have interfered with recruitment of the Marvel trial."
Also, the "plural case" of "HOLD ITEMS" being used, means there are multiple issues/items that apparently need/needed to be addressed to the FDA. I'm not aware of Bioheart ever further explaining/elucidating, what are IMO, very specific, key words, that don't appear to be in the explanation "by accident", IMHO.
The "MIRROR TRIAL" was barely mentioned in the 10-K, end of yr report for 2013. The "MIRROR TRIAL" or the word "MIRROR" did not appear a single time, that I could find using search tools, in this latest 10-Q, SEC report, covering Q-1, 2014.
IMO, there's way more to the story than simply, "The FDA believed that it would have interfered with recruitment of the Marvel trial."
That wording the company used, is very, very specific IMO. Carefully written. "IN PART" is a carefully phrased term IMO. The plural case of "ITEMS" needing to be addressed to the FDA, I'd find hard to believe made it into the company's PR release by accident.
Thus, MIRROR, the "trial" has never been heard of again or updated, as far as I'm aware, since approx. the July 2nd and July 9th, 2013 "PR" and "blog" regarding ONE PATIENT being "enrolled" in Mexico?
http://www.marketwatch.com/story/bioheart-announces-phase-iii-mirror-trial-for-myocell-initiated-2013-07-02
http://stemcellceo.com/wp/bioheart/the-mirror-phase-iii-trial/
Other than those last two "PR" type announcements and the "barely mention" in the 10-K, yr end 2013, I'm not aware of "MIRROR" ever being updated/discussed again, in any formal communication from the company? MIRROR, "the trial", to my knowledge, is also not registered on the clinicaltrials.gov database, and thus there is no formal updates or way to "track" it from there either- where most, "FDA type/quality", formal trials are traditionally and customarily "registered" IMO, per generally accepted industry standards and practices.
And of course, "MARVEL" has gone nowhere, as far as I'm aware, since about 2009 approx. (almost FIVE yrs ago now) according to the 10-K's and various, formal SEC filed documents.
Latest 10-Q, PAGE 26:
" We completed the MyoCell implantation procedure on the first patient in the MARVEL Trial on October 24, 2007. Thus far, 20 patients, including 6 control patients, have been treated. Initial results for the 20 patients were released at the Heart Failure Society of American meeting in September, 2009,"
And, same page, 26:
"We are seeking to secure sufficient funds to reinitiate enrollment in the MARVEL and REGEN trials. If we successfully secure such funds, we intend to re-engage a contract research organization, or CRO, investigators and certain suppliers to advance such trials."
If they need to be "reinitiated", then they must be "stopped" as of right now, IMO.
Another "PR", another "conference" to attend?
With only 4 "full time" and one "part time" employee, IMO, gotta kinda wonder when any actual "research and development" type actual "work/lab research" or similar, critical activities are getting done? (two of the 4 employees, appear to spend a great deal of their time being gone and "speaking" or "attending conferences" or similar IMO?)
Appears vol drying up again, big time, and spread is WIDE OPEN again. It's like a 8% to 10% spread from bid to ask. Bid is .0256 and ask is .0275. Long periods where it's just "sitting"- not a single trade going through. One small buy order (maybe $500 worth) makes it look "up" like 5% on the day, cause the spread is huge.
How much will just the " Mediterranean " conference and now the "London" conference travel/attendance cost, for a company that spent a grand total of about $3K a month, for "research and development" in Q-1, per their 10-Q filing?
10-Q, PAGE 5: Balance sheet entry:
Research and development 9,857 (total for Q-1, 2014)
That's $9,857 /3 = $3,285 per month, total "research and development" spent, Q-1 2014. Wow, IMO. (would that even pay for one "conference" trip?) But it's supposed to be "funding" FDA type phase II/III trials, which would be part of that "Research and Development" expense entry on the balance sheet?
Just the "base" salaries for what are called two "key" employees, 10-K, for end of 2013, just those "base" salaries (not including bonuses), far, far exceed the total "research and development" budget/expenses for Q-1, 2014?
From 10-K, yr ended 2013, PAGE 71 (these were huge increases over 2012 by the way, like a 50% increase in just the "base" salary and "total" compensation was essentially "tripled" for just these two - see the table, page 71 of the 10-K filing)
Base salary Mike Tomas: $391,667
Base salary Kristin Comella: $159,167
So, that's $391K + $159K = $550K / 12 = $45K PER MONTH, "base salaries", for those two "employees".
So,
Total "Research and development" spending per month, Q-1, 2014
$3,285 per month
$45,000 per month, "base salaries" for TWO of the four full time employees.
Again, IMO, makes zero sense to me. This is supposed to be a "medical research and development" company, according to their own statements on their web site, SEC filing and similar. Their monthly rent on a relatively small, "office suite" headquarters is about $5K a month per their 10-K filing. The "rent" exceeds their "research and development" spending, while supposedly working to advance FDA type phase II/III trials? That is amazing IMHO.
Makes ZERO sense IMO? MIRROR, the word or the trial was not mentioned one time in the latest 10-Q that I could find? But then again, if one is spending a grand total of $3,285 on "research and development", of which "trial expenses" would be a part of that entry per my understanding, I guess it's easy IMO, to see why "MIRROR", the "big Myocell flagship phase III trial" just seems to have vanished?
Regarding the "ischemia" article- Bioheart is not even mentioned in it, anywhere. It in fact specifically mentions using equipment/process from "Ageless" - which is Dr. Sharon McQuillan's (M.D.) company? It has no ties any longer to BHRT as far as I'm aware?
http://www.cureus.com/articles/2376-autologous-adipose-derived-stromal-stem-cell-implantation-to-resolve-critical-limb-ischemia-case-report
As far as I'm aware (see BHRT 10-K for 2013), Bioheart has severed all ties with "Ageless" and dumped "Lipocell" (licensed from Ageless) and is now using "Adipocell" licensed from a totally different company?
Last 10-K, PAGE 3:
" In August 2013, the Company canceled its license agreement with the Ageless Regenerative Institute for adipose derived stem cells called LipiCell. Bioheart has entered into a term sheet agreement with Invitrx to License their adipose derived stem cell products. Bioheart has changed its adipose derived stem cell product name to AdipoCell. "
From the linked, "ischemia" article about the Mexico "procedure"-
"We obtained about 240 cc of adipose tissue, which was then taken to the hospital cell lab for processing. Enzymatic digestion was carried out using Adipolase™ (Ageless Regenerative Institute, Florida), centrifugation for separation of stromal vascular fraction, and filtration and washing of the sample. "
Again, that (Ageless), as far as I'm aware is the company/technology of Dr. Sharon McQuillian(M.D., Florida). Bioheart, as far as a search revealed, does not occur anywhere in the article cited?
http://www.agelessaestheticinstitute.com/aai-doc.html
So, not sure how that "ischemia" procedure shown in the link (done in Mexico) has anything at all to do with Bioheart, as in, "This is another amazing and effective product of Bioheart's"??
It doesn't mention "Bioheart" as having had anything to do with the "procedure" that I could find in the article?
It's also "fascinating" to say the least, IMHO, when BHRT has "BIG PR" but later, one just never seems to hear of it again, or it never, almost never IMO, ever seems to amount to much later on? This is a common "pattern" of "PR" for them IMO.
Example (and there are numerous I can point out): Here is a "PR" about BHRT "breakthrough" on "ischemia" using "fat derived" (Adipose) cells- clear back around 2009/2010 or so, as "Groth" was CEO in the "PR". Note, it states it's the "FIRST TIME" this "breakthrough" technology is in use, etc, etc.
http://www.ascrnetwork.com/index.php?option=com_content&view=article&id=1967:bioheart-makes-breakthrough-in-stem-cell-treatment-for-critical-limb-ischemia553&catid=91
Quote from "PR" 2009/2010:
"BIOHEART MAKES BREAKTHROUGH IN STEM CELL TREATMENT FOR CRITICAL LIMB ISCHEMIA" (notice, BREAKTHROUGH). Wow, sounds "big", IMO?
"Bioheart, Inc. (OTC Bulletin Board: BHRT) offers yet another medical breakthrough with the next-level stem cell treatment for critical limb ischemia "
"The Bioheart adipose derived stem cells treatment "ASCs Treatment":" and
"Bioheart, in collaboration with University Hospital Ostrava in the Czech Republic, has already begun treating patients with critical limb ischemia utilizing ASCs. "
But, that was 2009/2010? What happened? Look at the stock price, the dilution, the collapsed market cap from then? Also, that CEO was fired, as was many of the BOD from that time period, as was most of Sr. Mgt and nearly all employees they had then? It was a BREAKTHROUGH though? Why did no investor or money come forward or was it never "monetized" or ever reach an FDA approval or similar? A BREAKTHROUGH? That's what I just "don't get"? The stock price from then is straight down essentially, the financial condition of the company became worse and worse, still to this day, etc. Why? Why, if it's a true "BREAKTHROUGH" does it never amount to anything?
So, this latest "link" shows "ischemia" being described as a "treatment" in Mexico, and Bioheart is not even mentioned in it at all, that I can find? But Bioheart said back in 2009/2010 that they were undertaking what sounded like "huge plans" for "ischemia" and "adipose cells" and all- but whatever became of all that? Where was any follow up "PR" to all that "stuff" being done in the Czech Republic? I never understand how these "big PR's" just never seem to have any follow-throughs, or pan-out later, or produce long term, actual "results" it seems, IMO? But now a group in Mexico is linked, but Bioheart doesn't even appear involved, but "Ageless" and the equipment/processes of Dr. McQuillian are?
The "World Stem Cell Congress": was described as, "The World Stem Cells & Regenerative Medicine Congress is a HUGE international conference. "? Huge? "Huge" by what industry/trade show, "conference" standards?
According to their own web site, they had about 350 "attendees" at the last conference ("world") conference. Three hundred and fifty.
http://www.terrapinn.com/conference/stem-cells/attendee-list.stm
For contrast, these are a couple of "HUGE" (IMO) conferences in the medical or "other" trade show "fields": (BioHEART as in "heart")
American College Of Cardiology Total attend:19,094; Professional attendees:13,005
American Heart Association: Scientific Sessions total: 18,661
American Diabetes Association: Total 17,781
Biggest "medical" conferences by ranking/attendance:
http://www.hcea.org/?page=research_top50
Example of a couple of "non medical", major industry "conferences/gatherings/shows" just for some contrast:
The "NAMM" show, musician's annual (international) "conference/show" for their business, industry, equipment makers, etc: Total attendance was 95,000, last year.
The annual U.S. "Auto show" show/conference sessions" (international in scope): Total attendance: 803,000 in Detroit. (and Detroit/auto biz is considered "struggling" in this U.S. and even world economy right now)
So, IMHO, not sure that qty-350 or so people in attendance is a "huge", "international" conference by medical or any other "conference" or trade/industry gathering, well published conference/show standards? Seems rather tiny-tiny-tiny IMO, to be called a "world" conference and a "congress" and all? That's my opinion.
Revenue "PR", fails to explain enormous cost increases, that off-set, and far exceeded any "revenues"? That apparently was left out of the PR?
10-Q, PAGE 5:
Gross revenues were about $322,572- $94,446 = $228,126 / 3 = $76K
That's approx. $76K per month in "revenues" (gross)
The SG&A expense line grew by more than double over same period last yr. (SG&A is marketing, general and admin costs/expenses, SALARIES being a big component of it)
Marketing, general and administrative Q-1, 2014: $838,329
Marketing, general and administrative Q-1, 2013: $370,533
That's an increase of $838,329 - $370,533 = $467,796 / 3 = $155,932.
That's about $156K INCREASE in expenses/costs per month.
Revenue $76K per month
Increased costs about $156K per month
All resulted in a operating loss, that was bigger than same period, Q-1 last year
10-Q, PAGE 5:
Net loss from operations Q-1, 2014(620,923)
Net loss from operations Q-1, 2013(531,084)
So their operational loss INCREASED, despite said revenues in "PR"
Thus, their Q-1, yr over yr net operation loss INCREASED by
$620,923 - $531,084 = $89,839.
Or, about $90K / 3 = $30K more, per month, increased net operating loss, per same period (Q-1), yr over yr.
Whatever revenue "increase" was far off-set by costs/expense increases. They didn't get anywhere close to cash-flow positive. Any revenue "increase" was wiped out by rising costs, IMO and according to the balance sheet entries, latest 10-Q.
10-Q page 11:
"NOTE 2 – GOING CONCERN MATTERS
The accompanying unaudited condensed 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 unaudited condensed financial statements, during three months ended March 31, 2014, the Company incurred an operating loss of $620,923 and used $257,762 in cash for operating activities. As of March 31, 2014, the Company had a working capital deficit (current liabilities in excess of current assets) of approximately $11.1 million. These factors among others may indicate that the Company will be unable to continue as a going concern for a reasonable period of time."
So the "revenue" did not stem the net loss, or cash bleed and did not eliminate their need to state a "going concern" warning. They also, even made an additional statement, specifically using the words "liquidity problems", despite the "revenues" that made it in a "PR".
10-Q, PAGE 12:
"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 market/shareholders appear far more interested in the 2 billion share increase notice, IMO, than some "revenues". It opened sharply down yesterday, and never even touched, or made it back to the previous day's close, all day yesterday. Making a low, down around about .022 or so.
They never put PR out about 2 billion share allocation increase? I checked many times and never did find any "PR" about it. Only the SEC Edgar database filing. The sharp share price drop for 2 days now, IMO, is because the official proxy was mailed/sent (most get it email probably now days)- it went out late night/early AM on yesterday/day before, I guess depending on your time zone.
Many here were obviously aware of the 2 billion proxy as they read things like SEC filings, pay closer attention to detailed filings and so forth. The proxy had already been discussed, here, since it came out as the 14D pre-file or whatever they call it, then the 14C comes out meaning the "wait" period passes and it's official. Then the "official" notice gets sent to all shareholders. Many shareholders apparently only found out late Tues. night, Wed early AM and IMO, it appears, they don't like what they see, IMO.
A PR about a "Mediterranean Conference", but not a PR to inform broader public you're making an enormous increase in shares available? With their low cash, wonder how much a "Mediterranean Conference" costs?
Apparently a lot of money is available to be spent on "conferences" and travel and stuff, but almost nothing going to "R&D/trials" for a medical "research and development" company? Very "odd" IMHO.
(remember, the word MIRROR, did not appear even one time, in this latest 10-Q filing. The word MIRROR, or any words about that "trial" do not appear in the document, none that I could find via an thorough search)
10-Q, PAGE 5 (balance sheet)
Research and development Q-1 2014: $9,857
Research and development Q-1 2013: $163,974
Yep, $10K spent for THREE months of "research and development" for a company working to bring an FDA regulated product/process to market? That's 10K/3 = about $3K per month. That's probably the utility and lab equipment bill (disposable gloves, chemicals, clean-room items, sterilization products, etc) for a very small, university type lab, IMO.
I would "guesstimate" that one "Mediterranean Conference" expenses for one or two people, will cost more than $10K, exceeding the entire Q-1, "R&D" spending IMHO.
The SG&A spending/expense ratio to R&D spending is completely out of whack IMHO. Their SG&A spending was $838,329 / $9,857 = 85 TIMES. Yep, 85X more spent on SG&A versus R&D for what is, essentially IMO, an R&D based company?
For example, Pfizer- one of the best managed, most successful "medical/drug" research and development companies on planet earth:
From their "income statement" (balance sheet):
Spending for SG&A was $16 Billion or 28% of revenues of $58 Billion
R&D spending was $7.8 Billion or 13% of revenues.
Just about a 2:1 ratio. Which is "typical" and "healthy" per industry standard "norms".
Thus, a typical "industry norm" for SG&A to R&D spending is maybe about 2 to 1, sometimes even 1 to 1 in a super "lean" run operation. 3 to 1 is probably considered getting "high" by most standards, IMO. Meaning, you hit 3 to 1 "general expenses" to what you're spending on R&D, as a research based company, and you got cost control, out of control cost/expense problems. 85 to 1? Don't even know what an analyst would say, IMO? It's so out of whack, who knows? HOW, can they possibly be doing "FDA" type phase II/III "trials" on about $3K a month R&D budget/spending? How?
Makes zero sense IMHO. None.
2 BILLION shares on a 2.7 CENT stock is generally, NEVER a "good thing" in probably 98% plus of cases, IMO. (actually 2.48 cent stock now as of this AM)
(98% percent is a guesstimate, I'm not an expert- but I've read in many, many places about the survival rate of stocks that reach the true "penny" range. I've personally had at least one go BK on me, wiping out my total investment/shares, and it happened when the "news/PR" on it was great, and happened with essentially no warning. Just woke up in the AM, and they were shutting down per the PR, filed BK, done, finished, over- share price had plummeted to .00X cents, before I could even hit the sell button.)
Still making lower highs and lower lows as this down-trend continues. Never has come close to a re-test or even reaching back to the 50 DMA for heading on about 6 weeks now, and is heading, IMO back to at least the 200 DMA of .019, perhaps much lower IMO.
Statistically, any public traded stock that ends up below about $1 has serious financial/operational problems typically, and decreasing chances for long term survival and will most often get delisted from a major exchange and end up in the land of the OTC or "pinks". Get down around 50 cents a share, and it nearly always ends bad- as in BK or similar. Get to the true "penny" range (true land of the OTCBB and "pinks), say, oh, like 5 cents or 2.7 cents and as low as 6/10ths of a cent (BHRT hit 6/10ths of 1 CENT on Dec 14th, 2013, .0063 per share, almost, only 6 months ago, to the day), and the statistics are like 90% or better, to end in BK or vanishing/dissolved or some form of total failure and total wipe out of the common shareholder. Even if reverse mergers are done and what not. 2 BILLION shares on a sub 3 cent stock, that has a market cap of about $11 million, is not a "good thing" in any way, shape or form, IMHO.
Remember, this latest 10-Q (just filed last week) contained (2) "going concern warnings" in it, and the specific words, "liquidity problems"- put in there by mgt.
Page 11/12 10-Q
"NOTE 2 – GOING CONCERN MATTERS"
Page 25 10-Q
"Our Ability to Continue as a Going Concern"
I can list numerous companies; huge companies, some 100 yrs old or more, hugely profitable companies, household name companies, cash rich and earnings rich companies that pay ever growing dividends- and most don't have 2 BILLION shares available or outstanding, or even have as many as 500 million shares already outstanding, in many cases. And that's after yrs of stock splits from so much growth and success. They have 1000's, if not 10's of thousands employees (as opposed to 4 full time, 1 part time) and tremendous assets like buildings and manufacturing plants or incredible intellectual property/patent portfolios, real estate holdings, mineral or oil wealth, etc
For all intents and purposes, the common shareholder has already been diluted out of existence on this one, IMHO. It's at sub 3 cents, with a recent (end of 2013) LOW of 6/10ths of ONE CENT in late 2013. The common shareholder also has no voting rights- none. The company "insider" structure has been set-up (Northstar and Sr. Mgt and a few others) to control it all. The common shareholder's views, input, vote, whatever- doesn't mean a thing to these guys, IMO. And this very recent form 14C, "Proxy" is one of the best examples, IMO- as they say right in it (paraphrasing) "We're doing this, here's a proxy statement, but don't bother mailing anything back or even voting- cause we don't need, nor WANT your vote anyway and it's a done deal already". That's pretty much how it's written, IMO.
The entire page regarding the "reason/future use" of shares must be read in entirety, IMO. It explains, essentially, via the power of the BOD and Sr. Mgt, that these shares can essentially be used for pretty much ANYTHING THEY WANT, as long as it falls under the "needs of the corporation".
Form 14C, PAGE 51, TOP OF PAGE to END OF PAGE. It's a SEC filing, so every single word is carefully chosen and in there for a reason, IMO. They don't just insert un-needed or spurious words for no reason. These things are reviewed multiple times, by the company counsel, Sr. Mgt, etc before being uploaded to the EDGAR database.
PAGE 51: (again, TOP OF PAGE to VERY END)- this is the complete explanation, per the company, as to why they're "authorizing more shares".
"INCREASE AUTHORIZED COMMON SHARES
Material Terms, Potential Risks and Principal Effects Of The Increase of Authorized Common Share
Our Board of Directors and the consenting majority stockholders have adopted and approved resolutions and an amendment to the Articles of Incorporation to effect an increase of the number of common shares of the Company that the Company may issue from nine hundred and fifty million (950,000,000) shares of common stock and twenty million (20,000,000) shares of preferred stock, both $.001 par value respectively, to two billion (2,000,000,000) shares of shares of common stock and twenty million (20,000,000) shares of preferred stock, both $.001 par value respectively. The Board of Directors and the consenting majority stockholder believes that the Increase in Authorized common shares is in the best interest of the Company and its stockholders because the increase in the number of authorized but unissued shares of Common Stock would enable the Company, without further stockholder approval, to issue shares from time to time as may be required for proper business purposes, such as providing for reserves that are often required when and if necessary to raise additional capital for ongoing operations, business and asset acquisitions, present and future employee benefit programs and other corporate purposes as we make every effort to become cash flow positive.
The increase in the authorized number of shares of Common Stock could have a number of effects on the Company's stockholders depending upon the exact nature and circumstances of any actual issuances of authorized but unissued shares. The increase could have an anti-takeover effect, in that additional shares could be issued (within the limits imposed by applicable law) in one or more transactions that could make a change in control or takeover of the Company more difficult. For example, additional shares could be issued by the Company so as to dilute the stock ownership or voting rights of persons seeking to obtain control of the Company, even if the persons seeking to obtain control of the Company offer an above-market premium that is favored by a majority of the independent shareholders. Similarly, the issuance of additional shares to certain persons allied with the Company's management could have the effect of making it more difficult to remove the Company's current management by diluting the stock ownership or voting rights of persons seeking to cause such removal. The Board is not aware of any attempt, or contemplated attempt, to acquire control of the Company, and this action is not being presented with the intent that it be utilized as a type of anti-takeover device.
Stockholders should recognize that, as a result of this proposal, they will own a fewer percentage of shares with respect to the total authorized shares of the Company, than they presently own, and will be diluted as a result of any issuances contemplated and potentially executed by the Company in the future.
Plans, arrangements, commitments or understandings for the issuance of the additional shares of Common Stock.
On November 20, 2013, we entered into an Investment Banking Agreement with Cassel Salpeter & Co. (“CSC”), who will act as exclusive third party financial advisor in connection with investment banking matters. The term of the Investment Banking Agreement shall be for a period of twenty four months unless terminated or extended in accordance with its terms. Part of these services may involve the closing of a Mezzanine Financing consisting of non-convertible subordinated debt and/or sale of equity securities. In the event a Mezzanine Financing is closed, additional securities may be issued. There are no definitive agreements at present for a Mezzanine Financing.
Apart from the above, there are currently no plans, arrangements, commitments or understandings for the issuance of the additional shares of Common Stock which are proposed to be authorized.
51"
END OF PAGE. END OF "explanation" of share authorization increase.
The words "currently no plans"- again, VERY KEY, IMO. That means, "as of the time of this filing". What it also means then, is the BOD/Sr Mgt could meet the NEXT DAY, have a BOD meeting and then say, "We want to issue some more shares for general "corporate needs" or for "employee benefit programs" or for "anti takeover effects" or for "ANYTHING WE WANT (OTHER corporate purposes) that meets our corporate needs" and it's a done deal (they also, clearly devoted a huge amount of wording/discussion for some reason- to anti-takeover and/or "attempts to remove current management"? Extremely "interesting, IMO).
That, IMO, is exactly how/why it's worded the way it is. It clearly explains in the opening, top paragraphs, all the powers the BOD has to use these shares - and they are broad IMO, nearly all encompassing IMO ("OTHER corporate needs"- pretty much makes it as wide-open, broad IMO, to mean anything, anything the BOD decides is a "corporate need"). It's all stated right there. And they say, they don't need any further outside approval or input from anyone.
Also, "mezzanine" financing is a very, very specific type of financing, only handled by certain banks/firms that typically specialize in "mezzanine" deals. They, as far as I've ever read, require strong cash flows (NO on BHRT), a history of profits and earnings (NO, on BHRT), strong growth as in growing cash flows, sales, profits, expansion, etc (NO on BHRT), etc. And the ability to pay back debt (NO, on BHRT- they're barely paying back the debt they have now: See numerous "going concern warnings" in 10-Ks and 10-Q filings). So, IMO, "mezzanine" financing is not very likely at all for BHRT. It clearly states there are "no definitive agreements at present for a mezzanine financing".
Mezzanine financing explained:
http://www.zacharyscott.com/insight/financing-types/mezzanine-financing.aspx
From "experts/article" above written by investment bankers:
"APPLICABLE SITUATIONS
Mezzanine capital is typically employed by middle-market companies (revenue of $20MM to $500MM)" (NO to BHRT, IMO)
Also,
"The most suitable mezzanine candidates are mature businesses with stable or growing margins, defensible market positions, well-defined strategies, and competent management teams. It is not a high-risk capital source (how many going concern warnings? "my words inserted) that will step up when the bank balks because of performance problems. Likewise, it is not suitable for early-stage, emergingtechnology, or turnaround situations."
(Well, that would pretty much eliminate BHRT, IMHO. They are "emerging" and have huge "financial/turnaround" type "problems" to overcome IMHO)
The new shares (up to 2 BILLION now), will IMO, simply be used for more and more "dilutive" type financing per SOP. They blew through their 190 MILLION limit only at end of 2012, and had to amend the corp. chart then- so they upped the shares to 950 million or so. Well, who'd of thought IMO, that only a little past 1 yr later, they'd now be at 500 MILLION fully diluted, already outstanding shares and climbing- no end in site?
This IMO, is just nothing more than a reason to get the increase/allocation out of the way. If the words "mezzanine" being slipped in, make it more "palatable", then so be it. It's a massive share increase in the end- and again, the top of the page 51 paragraph, IMO, makes it crystal clear- that the BOD and Sr. Mgt, at any point in time they want, and pretty much any purpose they want, can as they stated "without further stockholder approval, to issue shares from time to time as may be required for proper business purposes". That leaves it about as "wide open" as one can get/state in my opinion.
"Mezzanine" financing and Proxy filing to increase outstanding shares to 2 BILLION, are NOT linked together, not whatsoever, IMO.
Oh, and per an earlier, "Thanks for the detailed financial ADVICE"? I've never stated that I give or claim to give financial "advice", or ANY "advice" for that matter. I state clearly I give my OWN "thoughts", musings, OPINIONS and similar and nothing more. I've never once claimed to be a giver of any "advice" to anyone, especially "financial advice".
Took a down, hard-sell,down 14% this AM hitting .0233 on my screen- right out of the gate, and a "PR" about "something". The spread is opened up a MILE WIDE IMO. They sell a big block, then "walk it back up" on tiny buy orders. Wash, rinse, repeat. Still unloading some of those millions, 10's of millions of "in the money shares" for a "big boy" IMO. Lower highs and lower lows as vol dries up. But higher vol on days it closes down, like yesterday, IMO. (agree, double, triple "000's" is the ultimate way these end up, 90% plus of the time. It's already hit 6/10th of one CENT, not that far back)
Oh, and a statement such as "how is the stock down?" regarding the stock price???? Pull up a 5 yr or max chart- it's DOWN about 99.45% from the IPO date. If that's not DOWN, then I don't know what is? 2.7 PENNIES away from ZERO (actually 6/10th of a cent from zero, not that far back)? How far "down" is someone who just bought at 8 cents or 6 cents?
http://finance.yahoo.com/echarts?s=BHRT+Interactive#symbol=BHRT;range=my
Said, look for the "PR" early in this week after the "excellent" 10-Q put out late on a Friday- one that shows how many more "going concern warnings" in it? (just use a search and count going cocncern warnings or "liquidity problems"). A 10-Q that said, not a word about any phase II/III "trial" progressing, R&D spending disappearing, a big operational and cash flow loss, diluting shares like water, more desperation "financing" with ASHER and similar "lenders of last resort", etc?
Another "conference" PR, wow IMO, big whoop- that should add some more to that growing expense line, maybe?
The proxy filing and a single statement in a "PR" where the word "mezzanine" was inserted, IMO: One has nothing to do with the other. Cassel was hired for any number of things and it's clearly stated right in the PR and other statements. Further, "mezzanine financing" is a very specific type of financing, and BHRT, as far as I can tell, meets none of the typical requirements for a "mezzanine" deal (strong cash flow, a history of profitability/growing profits, ability to pay back debt, high and strong growth, rapidly growing, etc). Mezzanine involves debt typically and a company that can pay it back on time, w/ interest, etc. Cash flows is a prime requirement of "mezzanine" deals as far as I've read- and BHRT has no positive cash flows and no history of them.
Google away on "mezzanine financing" and "mezzanine requirements" and similar- they all say, essentially the same thing. EARNINGS, cash flow, rapid growth, etc. NONE of which applies to BHRT. Just a typical, IMO, "PR" style writing- to just toss in, a word like "mezzanine financing", mixed in with a whole lot of other "stuff" about Cassel- from solvency issues, to valuation assessments to BK dealings, to "financing" -which could be nothing more than ASHER for example, IMO, etc. Very "typical" PR release from BHRT. Vague, full of "careful" wording, such that if some or none comes true- then it's still "true" as far as the way the "PR" was worded- cause it's all "may" and "might" and "if they" and "could happen" and "if this does happen", "we look forward to", blah, blah, blah. Again, IMHO, a big whoop. Read so many of them, can't even keep track anymore, IMO.
Meanwhile, how many shares have been DILUTED for "financing" - just since "Casell" was brought on in Dec 3, 2103? 60 MILLION shares maybe? I'd have to do the math, check the 10K, etc. But's probably in that neighborhood. And, has any "trial" in a phase II/III advanced since then? One?
http://www.inc.com/encyclopedia/mezzanine-financing.html
Quote, "the mezzanine lender will be reluctant to lend unless the company has a high cash flow, a good history of earnings and growth, and stature within its industry. "
Well, that IMO, pretty much eliminates BHRT on all fronts?
I can go back and list numerous "PR" of all kinds of "deals" and "term sheets" and "imminent-maybe" uh "big financing" that's "close ti imminent" and "teams of expert advisers" or "BHRT hired/retained firm XYZ to help in financing and "other" matter" - going clear back to the IPO date, when they already were having financing problems. Getting de-listed from the NASDAQ about 1 yr after the IPO and then defaulting on a key loan, the BofA loan not long after that.
http://finance.yahoo.com/news/northstar-launches-20-million-private-113119817.html
(how'd that $20 million, for a company with a market cap a fraction of that, how'd that one work out? Did it ever "materialize"?)
Or, how bout this one, clear back to 2009, "projecting/stating" to "achieve" , "Reach Bioheart 3370 Heart Failure Monitoring Systems sales of an annual run rate of $22 million." TWENTY TWO $MILLION ole "run rate"? How'd that "work out", eh? Kinda just "make up the numbers" as you go along, IMHO?
http://globenewswire.com/news-release/2009/05/07/397137/164884/en/Bioheart-Reports-Year-End-2008-Results-Reviews-2008-and-1Q09-Progress-and-2009-Business-Objectives.html
Or, from 2012, appoints a "board of financial and biz execs" to of course, among other things, "help find financing"- ever hear anymore about this "PR" later on? I never found anymore reference to it, or these "appointed" experts?
http://www.bioheartinc.com/assets/press/2AdvisoryBoard.pdf
Or, the ole "term sheet"- how'd this one "work out"- did the "financing/money" ever materialize?
http://www.marketwired.com/press-release/bioheart-receives-2-million-term-sheet-investment-offer-from-vitalmex-global-leader-otcbb-bhrt-1686526.htm
($2 MILLION, did it ever occur? Yeah?)
Here was the "tweet"- ole Bioheart was "close to" raising the $2 million to "restart trials". Well, we all know how that ended. Typical language used IMO. "close to". Close to- doesn't count for much. Most companies, you don't put out a "PR" until one INKS THE DEAL and the MONEY IS IN THE BANK. Else, it's just trying to "goose" the stock price, IMO. And that's my opinion only.
I can find dozens of "PR" like this, going back across (qty-3) CEO's, and most of the original BOD and Sr. mgt disappearing, being fired, leaving or whatever- and all the while, the only "constant" IMHO, is MASSIVE DILUTION of the common shares and LOSSES. Surviving by dumping/selling shares. And the lower the price has gone, the worse the terms on the "shares for cash" deals have gotten. That most recent "ASHER" deal in the 10-Q, a 45% discount on the shares. 10's of millions of shares issued for "payments", etc in that 10-Q, and those shares were issued at like 1 cent on average, IMO and from doing the simple math to figure the share price when issued as "payment".
Read the Cassel "PR"- it's full of "might" and "maybe" and will "assist with various", etc. It's just typical, IMO- they can be doing any number of things, like the new "ASHER" type "financing" that was done recently with some new firm called "Daniel James Management".
Here's the wording of the "Cassel" PR "deal":
"Cassel Salpeter & Co. is an independent investment banking firm that provides advice to middle-market and emerging growth companies in the U.S. and worldwide. Together, the firm’s professionals have more than 50 years of experience providing private and public companies with a broad spectrum of investment banking and financial advisory services, including: mergers and acquisitions; equity and debt capital raises; fairness and solvency opinions; valuations; and restructurings, such as 363 sales and plans of reorganization. " (363 sales are part of BK proceedings)
Also, in the original PR was wording:
"entered into an investment banking agreement with Cassel Salpeter & Co. as its exclusive financial advisor in connection with investment banking matters. Among other activities as part of the 24-month agreement, Cassel Salpeter will help Bioheart raise capital."
See those VERY KEY WORDS IMO, "among OTHER ACTIVITIES". Typical IMO. By inserting those VERY CAREFULLY selected couple of words- that PR, is now WIDE OPEN, and can mean "Cassel" is "assisting" them with just about ANYTHING that "Cassel" does, in addition to "perhaps" helping with "financing". WORDS mean things- and words like that don't land in a PR like that, by accident IMO.
Regarding the proxy somehow being "linked" to "mezzanine"? Don't see ANY connection IMO and from reading it. Here is the exact words in the Proxy filing. Form 14C off the Edgar database, PAGE 51. (the ENTIRE PAGE, from the top, BOLD HEADER, to the last sentence before the page number, is THEE wording of what/how the shares "might" be used, once the 2 BILLION are allocated):
Page 51: (top of page)
"INCREASE AUTHORIZED COMMON SHARES
Material Terms, Potential Risks and Principal Effects Of The Increase of Authorized Common Share
Our Board of Directors and the consenting majority stockholders have adopted and approved resolutions and an amendment to the Articles of Incorporation to effect an increase of the number of common shares of the Company that the Company may issue from nine hundred and fifty million (950,000,000) shares of common stock and twenty million (20,000,000) shares of preferred stock, both $.001 par value respectively, to two billion (2,000,000,000) shares of shares of common stock and twenty million (20,000,000) shares of preferred stock, both $.001 par value respectively. The Board of Directors and the consenting majority stockholder believes that the Increase in Authorized common shares is in the best interest of the Company and its stockholders because the increase in the number of authorized but unissued shares of Common Stock would enable the Company, without further stockholder approval, to issue shares from time to time as may be required for proper business purposes, such as providing for reserves that are often required when and if necessary to raise additional capital for ongoing operations, business and asset acquisitions, present and future employee benefit programs and other corporate purposes as we make every effort to become cash flow positive.
The increase in the authorized number of shares of Common Stock could have a number of effects on the Company's stockholders depending upon the exact nature and circumstances of any actual issuances of authorized but unissued shares. The increase could have an anti-takeover effect, in that additional shares could be issued (within the limits imposed by applicable law) in one or more transactions that could make a change in control or takeover of the Company more difficult. For example, additional shares could be issued by the Company so as to dilute the stock ownership or voting rights of persons seeking to obtain control of the Company, even if the persons seeking to obtain control of the Company offer an above-market premium that is favored by a majority of the independent shareholders. Similarly, the issuance of additional shares to certain persons allied with the Company's management could have the effect of making it more difficult to remove the Company's current management by diluting the stock ownership or voting rights of persons seeking to cause such removal. The Board is not aware of any attempt, or contemplated attempt, to acquire control of the Company, and this action is not being presented with the intent that it be utilized as a type of anti-takeover device.
Stockholders should recognize that, as a result of this proposal, they will own a fewer percentage of shares with respect to the total authorized shares of the Company, than they presently own, and will be diluted as a result of any issuances contemplated and potentially executed by the Company in the future.
Plans, arrangements, commitments or understandings for the issuance of the additional shares of Common Stock.
On November 20, 2013, we entered into an Investment Banking Agreement with Cassel Salpeter & Co. (“CSC”), who will act as exclusive third party financial advisor in connection with investment banking matters. The term of the Investment Banking Agreement shall be for a period of twenty four months unless terminated or extended in accordance with its terms. Part of these services may involve the closing of a Mezzanine Financing consisting of non-convertible subordinated debt and/or sale of equity securities. In the event a Mezzanine Financing is closed, additional securities may be issued. There are no definitive agreements at present for a Mezzanine Financing.
Apart from the above, there are currently no plans, arrangements, commitments or understandings for the issuance of the additional shares of Common Stock which are proposed to be authorized.
51"
END OF PAGE, END OF STATEMENTS. Apart from the "above"= ALL OF PAGE 51, that's the way it is written,IMO. All that wording, "APART FROM ABOVE" means- is there are "presently" NO MORE "plans" other than, this particular Form 14C to issue/allocate "more" than the 2 BILLION shares described in this 14C filing. THAT is all that statement means, IMO. It's PLAIN ENGLISH IMO. Means, that no more than the planned 2 BILLION are "presently" planned to be issued as stated in this particular, filed, form 14C. NOTHING MORE, NOTHING LESS. Which means, mgt, for the most part, can eventually use those increased shares for pretty much ANYTHING THEY WANT- from "employee benefit programs" to "financial needs" to "raising capital" to "OTHER corporate whatever" to ANTI TAKEOVER- an entire "dissertation" was inserted regarding "anti-takeover"? Why? For all one knows, IMO, there's some sort of internal fight going on regarding maybe one of these "guarantors" who may want to boot the BOD or Sr. Mgt or "take over" the whole thing, WHO KNOWS? It's all written in there for a reason obviously, IMO. There's more words spent discussing the possible effects of "anti takeover" than anything said about "financing".
See the words for "Caseel" - "MAY INVOLVE". That means MAY NOT also. That's what the word "may" means- "maybe" or "maybe not". And look at what "Cassel" does among other things- they do things exactly like "valuations" and "solvency" and so forth, all which would be involved in a "take over" attempt or similar IMHO.
That statement as written (all page 51) IMO, makes it clear as a bell, that the BOD, can use those 2 BILLION shares eventually for pretty much ANYTHING THEY WANT, as long as it falls under "typical business needs" or "needs of the corporation" as described in all that verbiage of page 51, IMO.
It's pretty plain English IMHO. Leaves it wide-open IMO.
That's my 2 cent OPINIONS (not "advice" on anything). Just musings and opinions on a chat board. I'm not an "expert" in anything and don't claim to be one.
Good luck and happy trading of course.
Increased expenses EXCEEDED "revenues"-
Essentially negating/offsetting any gain in "revenue" was a massive increase in their SG&A (commonly known also as "marketing, general and administrative" costs/expenses), basically more than doubling from same period, Q-1, 2013 to Q-1 this period.
BHRT defines them, in the 10-Q, PAGE 28:
"Marketing, General and Administrative
Our marketing, general and administrative expenses primarily consist of the costs associated with our general management and clinical marketing and trade programs, including, but not limited to, salaries and related expenses for executive, administrative and marketing personnel, rent, insurance, legal and accounting fees, consulting fees, travel and entertainment expenses, conference costs and other clinical marketing and trade program expenses."
From the balance sheet page 5, 10-Q:
Marketing, general and administrative, Q-1 2014: 838,329
Marketing, general and administrative, Q-1 2013: 370,533
(meaning the SG&A expenses alone, more than doubled from the same period, Q-1, a yr ago.)
That's an increase of 838,329 - 370,533 = 467,796 / 3 = $156K increase per month, yr of yr for the same period, Q-1.
Or, 838,329-370,533 = 467,796/370,533 = 1.26 X 100 = 126% INCREASE in "marketing, general and admin expenses" yr over yr.
Gross revenue was about $76K per month. Thus, the increased "spending/expenses" negated, IMO, any new "revenue".
Revenue per month $76K
New costs/expenses $156K per month
They did't gain a thing, IMO, in terms of adding cash, or cash flow- as the explosive costs increase, off-set and negated any "revenue" brought in, IMO.
Also interesting to look at, IMO is some of these "shares used to pay for whatever expense" type deals. Look at just some of them from APRIL- and look at the share price they work out too- it's pretty amazing. As, IMO, it's big dilution, and a big pile of "in the money shares", that IMO are gonna hit the sell block at some point here, and put huge selling pressure on, and/or cause more share price manipulation or jerking all over the place of the share price as some of these "big boys" look to "unload" and probably go "short" and "other" things- speculating, my opinions only of course.
But look at some of these deals- and what they got their shares at. 10-Q, PAGE 23/24:
In April 2014, the Company issued an aggregate of 3,839,832 shares of its common stock for services rendered valued at $43,250.
$43K/3.89 MILLION = .01. ONE CENT A SHARE. Almost 4 MILLION shares now "hanging out there" at a penny "cost" to whoever is holding them. Think they want to flip um at maybe 2 cents and double their money? Wouldn't surprise me, IMO.
In April 2014, the Company issued 5,263,315 shares of its common stock in settlement of related party advances of $100,000.
In April, 2014, the Company issued 1,002,808 shares of its common stock in settlement of common stock subscriptions of $50,000
In April 2014, the Company issued 274,681 shares of its common stock as settlement of six months accrued interest on the Northstar note obligation.
In April 2014, the Company issued 18,383,774 shares of its common stock for service rendered valued at $180,511.
This one's the WHOPPER IMO. So what price are these shares?
180K/18 million = .01. Yep. Yes sir. Someone, for "services rendered" (we don't even know who, or what that even is?), they just got 18 MILLION shares at 1 CENT a piece. If they want to, decide to unload- they can start now at .027, and even if it crushes the share price, say to .015 as they sell- they're still maybe coming close to doubling their money, at least making 75% return or at least a 50% return or better? Maybe a double if lucky- and they get 2 cents on um? THAT is easy money IMO. But share crushing to the common holder. THAT is "dilution", IMO.
In April 2014, the Company issued an aggregate of 4,793,268 shares of its common stock in settlement of $67,500 convertible notes payable and $2,700 accrued interest.
67,500/4,793,268 = .014 (NOT BAD, pretty big "in the money" at even 2.5 cents or so. Some selling of 4.7 million shares maybe? Even if they can unload um at 2 cents, they make about $95K. That's about $30K profit on a $67K investment. Not too shabby for "short term" money- savings accounts don't pay that, eh)
In April 2014, the Company issued 11,918,181 shares of its common stock in connection with the exercise of warrants. Proceeds received was $136,000, of which $6,000 during the three months ended March 31, 2014."
How bout these warrants- what did they get their shares at, for ponying up $136K?
136K/12 MILLION shares basically = .01. BINGO. Yep- ONE CENT AGAIN. They're IN THE MONEY LIKE FLINT. 12 MA MILLION shares hanging out there, just waiting to go on the sell block- maybe even mixed in with some shorting/short covering? Who knows? Can't be good IMO, to what's gonna happen to the share price long term. At some point, someone will unload those 12 MILLION shares, and they will want to make more money on um, than that $136K, that's their entire "game". They don't pony up $136K not to make a return and a BIG ONE, in the biz they're in. They want 50%, maybe 100% return on their coin, IMO.
Dilution is real, and has real consequences IMHO. These shares, many being at 1 CENT, maybe even less in some cases- it's gonna bury the common shareholder, share price even more IMO, over the long term. That's why it's a sub 3 cent stock today IMO, and why many have seen many other, highly diluted stocks (think recent proxy- increasing to 2 BILLION the shares available)- many seeing 1 penny or even fractions of a penny, being not uncommon as the dilution continues unabated, at a furious pace, IMO.
Fully diluted shares for BHRT just doubled in about a one yr period, to now about half a BILLION shares outstanding. Go back to like a 2010 or so 10-K, and I think it was like 20 MILLION shares outstanding. That is staggering IMO. It crushes the common shareholder out of existence long term- sub 3 pennies is ultra low, but zero is the bottom, and it touched .063 already (6/10ths of 1 cent), just towards the end of 2013. This continual dilution, can't be good IMO, and I think will further punish the share price in "cycles", as these huge blocks of cheap shares get "flipped" for profits and people "cashing um out" to get their "pay/payment".
That's my 2 cent opinions. Happy trading of course, and good luck.
"Paper profit" or REAL "loss from operations" and negative cash flow? A "net income" due to a one-time "bookkeeping" entry (via walking away from/discharging a bad debt), Beaumont hospital, on which they were not paying anything anyways- has zero impact on their "liquidity problems", IMO. (Mgt's own words, "liquidity problems").
Cash flow, and positive "cash from operations" is far, far, far more important to a "cash poor", nearly insolvent company, than any, paper reported "net income" profit line entry, IMO and most likely that of many commentators who would most likely be considered "experts" such as accountants, CPA firms, stock analysts,etc.
http://www.investopedia.com/articles/analyst/03/122203.asp
Quoting from the article:
"Operating cash flow is the lifeblood of a company and the most important barometer that investors have. Although many investors gravitate toward net income, operating cash flow is a better metric of a company's financial health for two main reasons. First, cash flow is harder to manipulate under GAAP than net income (although it can be done to a certain degree). Second, "cash is king" and a company that does not generate cash over the long term is on its deathbed."
That "positive" net income, is only there because of the "gain on settlement of debt" entry on the balance sheet (the discharge of the Beaumont hospital debt) and is a "paper" entry only. No money or cash actually landed in a BHRT bank account because of it. If you were to back-out that $2,093,632 (ONE TIME, "paper gain") out of that balance sheet- the net income "loss" would have been as great, if not greater than same period last yr, because of their major increase in their expense line.
And the mgt's own statements, IMO, align with this sentiment (importance of cash flow/liquidity problems, versus a one-time "net income" line being a "positive" number)- as they included another, very specific "going concern" warning, despite the 10-K, containing a warning that covered all the way up through March of 2104. Mgt, apparently felt the need to add this one, to cover the period now to May, when the 10-Q was filed. 10-Q, PAGEs 11/12:
"NOTE 2 – GOING CONCERN MATTERS
The accompanying unaudited condensed 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 unaudited condensed financial statements, during three months ended March 31, 2014, the Company incurred an operating loss of $620,923 and used $257,762 in cash for operating activities. As of March 31, 2014, the Company had a working capital deficit (current liabilities in excess of current assets) of approximately $11.1 million. 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."
That is mgt speaking in their own words- and they specifically chose to use the term, "liquidity problems". In business (as in life at home, or any loan, etc), "liquidity problems" will often lead to "insolvency" or the ability to have enough cash arriving (or a "liquid" asset, that can be converted to cash in a timely enough manner), on time, when needed, to PAY THE BILLS as they are due, w/o going into default, eventually leading to possible BK. That's what that means, IMO, and as far as I know, any generally accepted business, accounting, or similar terminology/understanding.
The loss from operations was actually larger this Q-1 period, than same period last year, despite the "revenues", due to a huge increase in their expense line. (10-Q, PAGE 5, balance sheet)
Net LOSS from operations Q-1, 2014: (620,923)
Net LOSS from operations Q-1, 2013: (531,084)
Also, quoting:
"Actually... It wasn't released at markets close... BHRT released the 10K that shows revenue of over 300K and cash balance over 200K an hour before close. Nice try. This is an extremely positive 10Q"
NICE TRY??
1) It was released, essentially "at market close" (about 1 hour prior to close, essentially no time to read the document and make a trade/decision based on it, IMO), about as close as one can get, ON A FRIDAY, and still make sure it got "accepted/uploaded" to the EDGAR system,East Coast time, IMO. Else, it would have been no biggy, IMO, to just wait and put it out on Monday or Tuesday before market open, or after market open, etc.
2) The "revenue" was $322,572. But that is not what goes "in the bank". Revenue comes with a "cost of sales". The "cost of sales" entry is $94,446.00. Thus, the most they "grossed" was: 322,572-94,446 = $228,126. $228,126 /3 = about $72K a month "gross" in revenue. Their SG&A "expense line" grew by more than that, off-setting any "gain" in revenue.
SG&A expense line, Q-1, 2014: $838,329 /3 = $279,443
SG&A expense line, Q-1, 2013: $370,533 /3 = $123,511
Thus, just the growth in the SG&A expenses (exploding- as in doubling essentially), negated/off-set any "revenue" gain brought in, that I can see and IMO. Spending/expenses grew by over $100K a month, and gross revenue only brought in about $72K per month. This is a common, common problem in companies that fail to control expenses: "sales/revenues" come at a cost, if that cost exceeds what the "sales/revenue" brings in- then you didn't gain a thing in the end. Happens all the time in businesses. Cost control, especially when cash tight, is mega important. Run-away costs, will wipe-out, in a blink IMO, any "revenue" from sales (let alone a chance at actual profits)- if those sales "cost too much", or costs are allowed to go out of control for any number of various other reasons.
3) "and cash balance over 200K". The cash balance was $218,984.00. At their cash burn/cash use rate- just the SG&A expense line alone, that's not even a month's worth of cash left at the end of Q-1. And that, after MASSIVE dilution, and also tapping "ASHER" for about $100K, which, if that $100K hadn't come in, that $218K, would have been about $100K- not even a few weeks, "survival" cash left. So, they ended the qtr, in pretty "typical" IMO, fashion, of essentially having a month or so cash left, meaning they need "financing deals" ASAP to remain able to pay even their most basic bills, IMO.
Just SG&A expenses alone consume 838,329/3 = $279,443 A MONTH.
Add in INTEREST expense, a biggie, as if you don't pay that, your loans can go into default. Interest expense entry on balance sheet:
(305,898)/3 = $101,966 JUST interest on their debt.
So, just the SG&A + interest = 279K + 100K = approx. $379K needed a MONTH, or they are in trouble, IMO. (which explains, IMO, why they end up each time with cash deficits, with "paying people" for all kinds of stuff using "shares of stock", as they simply don't have the cash, etc). A lot of the time, it appears IMO, they can't even make some of these "minimum payments" and thus you see the "deferrals" and "shares were issued as payment for", etc. They do not even generate enough cash, from "financing" activities (Asher,, etc) and now "revenue" to even cover what they're spending each month, IMO- and I believe the documents clearly show that.
Asher deal- done very recently, to bolster that $218K cash, shown as "remaining" end of Q-1. 10-Q, PAGE 14
(and it came with "stiff" terms, look at the share discount, it's B A D, BAD IMO, it's a "toxic" convertible, i.e. "floorless" with "reset" provisions)
"Asher Notes (During this year)
During the three months ended March 31, 2014, the Company entered into a Securities Purchase Agreements with Asher Enterprises, Inc. (“Asher”) or affiliates, for the sale of 8% convertible notes in aggregate principal amount of $97,500 (the “Asher Notes”).
The Asher Notes bear interest at the rate of 8% per annum. As of the quarter ended March 31, 2014 all interest and principal must be repaid nine months from the issuance date, the last note due December 26, 2014. The Notes are convertible into common stock, at Asher’s option, at a 45% discount to the average of the three lowest closing bid prices "
Look at this list of "share issued as payment" for a whole "wash list" of "stuff": a "liquid" and "solvent" company WITH CASH, typically pays people/obligations IN CASH, NOT in "shares", IMHO: 10-Q, PAGE 18:
"During the three months ended March 31, 2014, the Company issued an aggregate of 6,750,781 shares of its common stock in settlement of outstanding accounts payable. In connection with the issuance, the Company incurred a loss on settlement of debt of $65,548.
During the three months ended March 31, 2014, the Company issued an aggregate of 7,166,214 shares of its common stock for the conversion of $57,500 of convertible notes payable and related accrued interest of $2,300." (SEE THAT ONE- settlement of "convertibles"- that IMO, is an "ASHER" type note. That's 7 MILLION shares that will land for sale, at some point here down the line, that will have a huge impact on share price- just one example, IMO).
More, 10-Q, PAGE 24 (these all occurred in APRIL, recently- shares pouring out like water IMO- wait till all these shares go on the selling block. Good for the common share price?)
In April 2014, the Company issued 5,263,315 shares of its common stock in settlement of related party advances of $100,000.
In April, 2014, the Company issued 1,002,808 shares of its common stock in settlement of common stock subscriptions of $50,000
In April 2014, the Company issued 274,681 shares of its common stock as settlement of six months accrued interest on the Northstar note obligation.
In April 2014, the Company issued 18,383,774 shares of its common stock for service rendered valued at $180,511. (18 MILLION SHARES- wow, IMO !)
In April 2014, the Company issued an aggregate of 4,793,268 shares of its common stock in settlement of $67,500 convertible notes payable and $2,700 accrued interest.
In April 2014, the Company issued 11,918,181 shares of its common stock in connection with the exercise of warrants. Proceeds received was $136,000, of which $6,000 during the three months ended March 31, 2014."
(12 MILLION more, WOW, IMO. And my guess- that's some of those 50 MILLION "in the money" warrants mentioned in the 10-K, strike price if I remember was like .016 per share. If whoever this is, decides to "flip/unload" um, that's 12 MILLION shares hitting the market- I'd bet they sell those into any strength, IMO. Which will keep the common share price range bound, or huge downward pressure- just IMO, speculating. But that's now 12 MILLION more common shares "hanging out there" and they will land somewhere, at some point.)Note also: to get $136K more of survival cash, it cost um 12 MILLION shares being sold. That is heavy dilution, for not even 1 month's worth of cash, IMO.
Companies that are even remotely "financially healthy", IMO, DO NOT "pay their bills" in shares of common stock. They use CASH, unless of course they do not have adequate cash, IMO.
Look at the "fully diluted" shares- it went to HALF A BILLION now- and that's in a large part, due to all these "shares/warrants" having to be "covered"- and they will crush the common share price IMO. They will, at some point, many soon IMO, go on the selling block- as many, are being granted/given "in the money" at prices below the current share price.
Fully diluted shares, 10-Q, page 10:
". Fully diluted shares outstanding were 498,696,292 and 222,688,816 for the three months ended March 31, 2014 and 2013, respectively."
The shares more than DOUBLED, in a one year period. Wondering why it's at sub 3 cents?
They also, page 20, issued another boat-load of warrants apparently:
"
In conjunction with the authorized issuance of common stock, the Company granted 24,292,783 common stock purchase warrants during the three months ended March 31, 2014."
Another 24 MILLION warrants. Wow. There's so many shares "floating around" out there- if even a fraction were to go on the selling block, IMO, the price will get crushed, IMO, if lower than sub 3 cents, is "getting crushed" even?
4) Quoting, "This is an extremely positive 10Q"??
Huh? Based on what criteria? What has changed in their cash, liquidity or "other" problems, IMO? Not to mention, the BIG ONE IMO, that "MIRROR" their "flagship", big product and "Phase III" trial just "vanished" for all intents and purposes IMHO?
Let alone, as their SG&A expenses ballooned (doubled), their R&D spending (think "trials"), essentially went to ZERO. $10K for 3 months of spending- for a "medical research and development" company? $10K in my neck of the woods, doesn't even pay the mortgage and property taxes on an "average" family home for 3 months?
A public traded company is supposedly running FDA type, phase II/III "trials" on about $3K a month AND doing "medical research" too? Huh? I'd find that fascinating beyond belief IMHO.
How far did the R&D spending "fall off the cliff"? 10-Q, PAGE 5:
Research and development for Q-1, year 2014: $9,857.00
Research and development for Q-1, year 2013: $163,974
HOW, could they realistically be doing FDA type "trials" or much of anything in terms of "medical research" with an R&D budget of about $10K for a 3 month period? HOW?
There "Notes Payable" (short term debt they need to service and pay interest on, or work-out "deals" to issue more shares/dilution to "cover interest payments", etc or they can put them into default, etc)- actually grew from the same period last yr. 10-Q, PAGE 13: (table)
Total notes payable net of unamortized debt discount:
Q-1 2013: $1,930,841
Q-1 2014: $1,966,946
I don't see anything "different", let alone "positive" in this 10-Q, IMO- just more of the same, as far as my opinion and what I'm reading. Shares being diluted so fast it's hard to keep track IMO, cash poor on any given month- needing "desperation financing" (ASHER and similar) to keep just month to month "survival" cash coming in, in trickles IMO, "general" expenses ballooning to twice their previous amount as R&D spending collapses, MIRROR not even mentioned- the word literally does not appear in the report, no advancement of any kind to any Myocell phase II/III trial(s)- despite the massive dilution and big increase in "general" expenses/spending, etc
What's the "positive"? Financially they're, IMO, in as bad a shape as when the 10-K was issued, there is just more and more share dilution; trials - the phase II/III are going nowhere, cash is poor, barely enough to service "survival mode" on an on-going, month to month basis? All looks like more of the same IMHO? Don't see a single thing that says it's a "extremely positive" anything, IMO? Oh, and mgt felt the need to insert a very specific, "additional" IMO, "going concern" warning, even though the one in the 10-K covered up to March of 2014 and is mentioned in the 10-Q, but mgt added additional wording, and specifically "liquidity problems" in their own words.
Nothing new here IMO. Nothing "extremely positive" IMO. Not seeing it. That's my 2 cents and opinions/analysis.
Good luck and happy trading of course.
10-Q released on Friday, at market close- it's what I was expecting. Put out, just in time, (IMO) to catch the SEC filing, required closing time for the filing to be accepted, and right at market close on a Friday. Exactly as I expected.
A common technique when the news is not good or is "weak", and a company wants the "news" to fade away, hopefully by the next week. I'd not be surprised to see a "PR" about "something" released early next week- to try and obscure the real story, IMO, that is told in the latest 10-Q.
http://www.slate.com/articles/business/moneybox/2004/09/friday_night_blights.html
http://www.investopedia.com/articles/stocks/08/earnings-tricks.asp
"Good" or "strong" reports are typically released on a Monday or Tuesday, prior to market open.
The "story" in the 10-Q IMO, tells a lot. Highlights IMO (it's un-audited):
1) Massive on-going share dilution, and the pace appears to be accelerating perhaps (certainly no sign IMO, it's slowing or declining that I can tell?). (explaining, IMO, the 2 billion share allocation increase per the recent proxy filing).
2) MIRROR, the word did not appear anywhere in the document. Not a word. Marvel and Angel got "passing mentions". I think then, IMHO, BHRT, being a "phase III", FDA "trial" type company- my opinion, and just my opinion, I think those days, are for the most part, over.
3) Did some revenue come in? Yes. But their costs exploded- and I mean big time, IMO. The SG&A expenses, at least doubled for the most part- and it's hard to tell what that money would have even been spent on, with such an enormous increase, IMO?
4) R&D budget/spending evaporated to almost nothing. About $10K in 3 months. $3K a month on "R&D", for what is supposedly a "medical research" company seeking to run FDA type "trials" and seeking FDA approval of a product? $10K R&D spent in the 1st qtr? It's stunning IMO. Again, to me- the phase II/III "trials" are just dead. No way IMO, that $3K a month, can even move the needle on a FDA style, phase III trial- not even a micro down payment on one, IMO. The collapse of that R&D number, contrasted by the massive rise in SG&A (salaries, "general" expenses (think travel, entertainment, etc) is one of the most "telling" lines in that whole 10-Q, IMO
10-Q, PAGE 10:
" The Company incurred research and development expenses of $9,857 and $163,974 for the three months ended March 31, 2014 and 2013, respectively;"
So, RESEARCH and DEVELOPMENT (kinda their whole point when they started as a company, IMHO, remember "trial" spending falls under this expense line) - R&D spending just fell off a cliff, reduced by a factor of $163K/$10K = 16.3 times reduction. WOW, IMO?
5) A operational loss was reported, that actually exceeded the same period last yr, despite the "revenue increase"- and it was caused by the massive increase in expenses. A "net income" was reported as a positive number- but it's nothing but a bookkeeping, accounting entry, one-time event, caused by the write down/write off of the Beaumont hospital debt, they "negotiated" away. That "expense" was moved to the other side of the ledger and booked as "income" essentially- thus creating a one-time illusion that there was a "net income", despite cash use being a loss, and relying heavily still on "financing" (massive share dilution), "toxic" financing on-going.
6) They finished the qtr, pretty typical IMO, with about 1 months, maybe 1.5 months cash on hand- pretty much their "norm", nothing's really changed IMO.
7) They lost a key, financing "line" they'd tapped several times in the past- the Greystone line, as it expired, and was apparently not renewed.
8) There short term "notes due", aka "financing" debt they owe, actually increased in the 3 month period, despite the reported revenues. Primarily from additional "toxic" convertible deals with Asher and a couple of other firms. So, their "going concern" situation didn't improve one iota, IMO. They are as cash poor, and debt riddled as 3 or more months ago, nothing changed that I can see (discharged the Beaumont hospital debt, but they were never paying anything on it anyway, so it has zero effect on their cash burn/use that I can see?) Shares are being poured out like water to keep um afloat, the biggest "key trial" doesn't even appear to exist anymore, and "fully diluted" shares (that's outstanding, plus all they would need to cover all these options and warrants and what not being handed out everywhere, that number is now at half a BILLION shares: "Fully diluted shares outstanding were 498,696,292" (page 10, 10-Q). Again, IMO, totally explaining the 2 billion share, recent proxy filing. I'd expect they could be hitting that 950 million share limit by years end, IMO (if they still exist as a "going concern".
That's just "some" of the highlights I picked out- will elaborate on each one, with proper page references and verbiage.
Firstly though, the stock touched .022, twice in the past 10 days or so- once on April 30th and again on May 5th. The stock is making lower highs and lower lows, the down days being on the higher volume. It has not come even close to making a re-test of the 50 DMA, at .038 now, and is in a solid down trend, and volume is evaporating.
http://stockcharts.com/h-sc/ui?s=bhrt
The volume has dried up sharply. Friday, it traded about 505K shares at about .027 each = $13,500 total dollars. Noise level money, IMO. That's about 12 or 13, $1K trades in an entire trading day. It will drop like a rock, IMO, on any sale of "size" or a big boy dumping or a new big boy going short (think ASHER for example).
No, revenues did not increase 7,600%. For end of yr 2013 (see 10-K, balance sheet entry), the company reported revenues of $96K w/ a cost of sales of $30K = gross of $66K.
This latest 10-Q shows revenues (for the qtr: I personally don't think they will continue at this rate, they are coming from things like charging for "trials" among other things. A person on here gave a personal testimony of the fee he was quoted to be a "trial" participant- an ethics question/debate in many circles. Most, if not all "credible trials" never charge the "patient", but the opposite, they reimburse the patient for expenses and even pay them a basic fee to participate- but that's neither here nor there. BHRT has had periods of revenue in the past, and they were not stable, did not grow long term, etc IMO. This "revenue" IMO, will fluctuate widely IMO, and the 10-Q says so in effect, will elaborate more, later, below)
Back to the 7,600% increase that is not the case. So, even if the revenue were to continue at the present rate, it would result in an end of yr revenue of about $322K x 4 = $1,288,000 - $400K cost of sales = $888K gross.
$888K 2014 - $66K 2013 = $822,000/66,000 = 12.45 = approx 1200% increase. (of course, that assumes this q-1 sales rate remains constant, IMO it will fluctuate widely, mgt made the same statement in the 10-Q, page 27, "Our revenue may vary substantially from quarter to quarter and from year to year. ")
Back to the 10-Q:
1) Dilution is massive. (as stated- total outstanding shares "diluted"- meaning if they were needed to cover all the "goodies" handed out like boatloads of warrants, options, etc,)-brings the total shares now to 498,696,292 This, IMO, explains the increase to 2 billion allocated. They may hit the 950 million limit sooner than thought, IMO. They pour out shares like water, IMO. The common shareholder is/will be crushed lower than even now, if that's even possible at sub 3 pennies, IMO.
They appear to "pay for" nearly every common need/expense via handing out shares, in the millions or 10s of millions of chunks at a time. Prime examples, 10-Q, pages 23/24:
In April 2014, the Company issued an aggregate of 3,839,832 shares of its common stock for services rendered valued at $43,250.
In April 2014, the Company issued 5,263,315 shares of its common stock in settlement of related party advances of $100,000.
In April, 2014, the Company issued 1,002,808 shares of its common stock in settlement of common stock subscriptions of $50,000
In April 2014, the Company issued 274,681 shares of its common stock as settlement of six months accrued interest on the Northstar note obligation.
In April 2014, the Company issued 18,383,774 shares of its common stock for service rendered valued at $180,511.
In April 2014, the Company issued an aggregate of 4,793,268 shares of its common stock in settlement of $67,500 convertible notes payable and $2,700 accrued interest.
In April 2014, the Company issued 11,918,181 shares of its common stock in connection with the exercise of warrants. Proceeds received was $136,000, of which $6,000 during the three months ended March 31, 2014.
10-Q, PAGE 46:
"Future issuances of shares for various considerations including working capital and operating expenses will increase the number of shares outstanding which will dilute existing investors and may have a depressive effect on the company's stock price."
Yeah, probably, IMHO too.
The pace of dilution is staggering IMO:
Had 379,787,745 as of 10-K, yr ended 2013, page F-3.
As of 3/24/14 about 421 million shares outstanding
As of the form 14C filing 4/28/14: about 463 million
As of this 10-Q, May 6, 2014, there were 466,396,016
That means that the rate of dilution is about 13 to 40 million shares in a 1 month period (avg, depending on which of those "month snap shots" one looks at), so, say a realistic "avg" is 20 million a month or on track to dilute about 250 MILLION shares this yr, but then one has to "add in" the "fully diluted" (warrants, options, etc) which would, IMO bring it to perhaps as much as 300 MILLION or so? (last yr was an approx., staggering 200 MILLION diluted). Just in one week from 4/28 to 5/6, 3 million more shares were diluted. Again, the "fully diluted" number has now hit, for the most part, half a BILLION shares (this 10-Q, page 10). Amazing, IMO. As their cash position is as poor as ever IMO, no major trials have advanced (MIRROR not even mentioned)etc.
2) MIRROR, the word, or any reference to the phase III "trial" does not appear anywhere in the document that I can find? It's dead, for all intents and purposes IMO. I mean, how can you put out one of your most important, SEC filed documents, and not mention, what's supposedly your biggest, "material" undertaking, previously announced in "PR"- what would be your most "modern" and current, Phase III trial for your "flagship" product?HOW, would it be possible for that to just "slip by" even being discussed in your quarterly report? (was a barely mention in the last 10-K annual report too?) HOW, is that possible? Not even mentioned. Further, the R&D spending, will mention it in a second, was a blip IMO, not even remotely close to be "funding" a phase III level trial, even outside the U.S. IMO.
3) As listed above, the R&D budget just evaporated IMO. 10-Q, page 10:
" The Company incurred research and development expenses of $9,857 and $163,974 for the three months ended March 31, 2014 and 2013, respectively; "
It dropped to about $10K for a 3 month period? Huh? It's a blip, IMHO. Pocket change money- what phase II/III "trial", or ANY actual medical "research" could actually be taking place on $3K a month, IMO? That line speaks volumes, IMO. Says pretty much it all, IMO
4) As the R&D budget/spending shrunk to essentially nothing, the SG&A expense line exploded. Here is how mgt describes (SG&A), 10-Q, PAGE 28:
"Marketing, General and Administrative
Our marketing, general and administrative expenses primarily consist of the costs associated with our general management and clinical marketing and trade programs, including, but not limited to, salaries and related expenses for executive, administrative and marketing personnel, rent, insurance, legal and accounting fees, consulting fees, travel and entertainment expenses, conference costs and other clinical marketing and trade program expenses."
$838,229 3 months ended this 10-Q and was $370,533 same period last yr. From the last 10-K, the SG&A line for the ENTIRE YEAR, balance sheet entry was $2,267,831. So they are on track to increase that to 4 X $838,229 = $3,352,916. An increase in "general" cost and expense of over $1 million annually, for a cash poor company, that can't advance its key "trials" because of "lack of funding"? Wow, IMO. Oh, they apparently hired one full time and one part time. But that IMO, would no way explain a $1 million annual cost/expense increase? The huge salary increases, for 2 "key" people, of course explains at least a chunk of it,IMO. Last 10-K listed "3 full time employees and no part time", the 10-Q, page 11, "The Company has 4 full-time employees and 1 part-time employee."
Strange, as last time, they put out a "PR" about "adding to the team", then it seemed that vanished or never happened, now they appear to have added "someone"- but in what position or doing what, they don't say? Oh well, main point, is SG&A to R&D spending is staggeringly out of ratio, IMO. Like all money is going to "expenses" (for what, who knows?), while a "research and development" medical company, just took its R&D budget/spending to pretty much zero it appears?
5) The operational loss for this period, compared to same period last yr, was actually larger, despite "revenue" coming in. From balance sheet entry, 10-Q, PAGE "Statement of Operation"
Net loss from Operations, Q-1, 2014 (620,923)
Net loss from Operations, Q-1, 2013 (531,084)
That is due primarily to that big increase in spending, the 838,329 entry.
They booked a "net income" as a positive number (maybe first time, in years, if ever?)- but it's just a bookkeeping entry, due to the ability to discharge the bad debt to Beaumont hospital. That moved it from one side of the ledger as an "expense" to a "gain on settlement of debt"- a one time deal, and only a "paper" entry, it didn't result in any real "net income" materializing. If that one time, 2,093,632 entry were backed out, they'd probably have had a bigger net loss this period, than same period last yr, IMO.
6) They finished up, typical IMO, with about 1 months, maybe 2 months tops, "cash on hand"- meaning if they don't do "financing", on-going, month to month, they're essentially insolvent, IMO. They finished Q-1, with about $218K reported on hand. Just that SG&A spending of 838,229/3= $279K needed PER MONTH. Which says they will spend that $218K, before one month or so is out, IMO.
10-Q, PAGES 11/12, mgt's own words- reaffirms the "going concern" warning, and cash poor situation they're in:
"NOTE 2 – GOING CONCERN MATTERS
The accompanying unaudited condensed 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 unaudited condensed financial statements, during three months ended March 31, 2014, the Company incurred an operating loss of $620,923 and used $257,762 in cash for operating activities. As of March 31, 2014, the Company had a working capital deficit (current liabilities in excess of current assets) of approximately $11.1 million. 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."
7) They lost a key financing line, that from the 2013 10-K, they'd "tapped" many times (dilutive), that will have to be made up somewhere, IMO. As it's gone now, as a source of cash when needed. 10-Q, PAGE 13:
On November 2, 2011, the Company and Greystone Capital Partners (“Greystone”) had entered into a Standby Equity Distribution Agreement (the “Agreement”). Pursuant to the Agreement, Greystone had agreed to provide the Company with up to $1.0 million of funding for the 24-month period following the date a registration statement of the Company’s common stock is declared effective by the SEC (the “Equity Line”). The registration statement went effective on February 10, 2012. The Agreement automatically terminated on the first of April, 2014 (the first day of the month next following the second (2nd) anniversary of the Effective Date).
8) Notes due (aka short term debt) actually increased in Q-1, despite "revenue" and they tapped, "toxic" type "ASHER" financing several more times. (w/o it, that $218K cash, would have been much closer to zero, IMO)
10-Q, PAGE 13 "Notes Payable"
Q-1 2014 is now: $1,966,946
Q-1 2013 was: $1,930,841
Two of the increased were from ASHER notes, and a new "note" (toxic style convertible) from a firm called Daniel James (similar to an ASHER).
9) They tapped some "ASHER" deals with highly dilutive terms IMO, and real steep share discounts given, meaning IMO, the terms to "finance" are getting worse, more desperate it appears to me, IMO.
Example: 10-Q, PAGE 14/15:
"Asher Notes (During this year)
During the three months ended March 31, 2014, the Company entered into a Securities Purchase Agreements with Asher Enterprises, Inc. (“Asher”) or affiliates, for the sale of 8% convertible notes in aggregate principal amount of $97,500 (the “Asher Notes”).
The Asher Notes bear interest at the rate of 8% per annum. As of the quarter ended March 31, 2014 all interest and principal must be repaid nine months from the issuance date, the last note due December 26, 2014. The Notes are convertible into common stock, at Asher’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. The Company has identified the embedded derivatives related to the Asher Notes.
These embedded derivatives included certain conversion features and reset provision(that's known as TOXIC). The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of Asher Notes and to fair value as of each subsequent reporting date which at March 31, 2014 was $153,564. At the inception of the Asher Notes, the Company determined the aggregate fair value of $214,346 of the embedded derivatives."
10) They still appear dependent on all sorts of inside "loans" and "advances" and "stuff"- indicating they can't even survive to pay the bills, w/o all this "internal loaning/shuffling" around, apparently? It's very confusing- cause later then, these appear to be settled in more shares handed out, perhaps warrants, etc. 10-Q, PAGE 15:
"NOTE 7 — RELATED PARTY TRANSACTIONS
Advances
As of March 31, 2014 and December 31, 2013, the Company officers and directors have provided advances in the aggregate of $403,957 and $416,198 respectively, for working capital purposes. The advances are unsecured, due on demand and non-interest bearing."
10-Q, PAGE 16: Even lists one of these "Director notes as in DEFAULT"? Very interesting IMHO:
"Officer and Director Notes
At March 31, 2014 and December 31, 2013, the Company has outstanding notes payable to officers and directors with interest at 8% per annum due at maturity. The three subordinated notes, $125,000, $100,000 and $140,000 were previously due on October 22, 2012, November 30, 2012 and June 4, 2011 respectively, and are unsecured. The Company is not obligated to make payment until Northstar loan is paid off.
On October 9, 2012, the Company issued an aggregate of $1,278,324 of promissory notes due October 9, 2013 to officers and directors in settlement of outstanding advances and accrued compensation (currently in default). The promissory notes bear interest of 5% per annum and due at maturity."
11) They appear to have issued more "in the money" warrants ( I guess these are in addition to the previously listed 50 MILLION, in the last 10-K) - that a boat load of shares hanging out there IMO. (remember, "fully diluted" went to about half a BILLION shares- and this is a big part of it, IMO).
10-Q, PAGE 33:
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
During the three months ended March 31, 2014, the Company sold an aggregate of 24,292,783 shares of the Company’s common stock and common stock purchase warrants to purchase 23,289,975 shares of the Company’s common stock for aggregate gross cash proceeds of $371,000. The warrants are (i) exercisable solely for cash at an exercise price of $0.011 to $0.0214 per share, (ii) non-transferable for six months following issuance and (iii) exercisable, in whole or in part, at any time during the period commencing on the date that is six months and one day following the date of issuance and ending on the tenth year anniversary of the date of issuance."
So, if the "big boy" who got all these piles of warrants (in the money at today's prices), decides to "flip um", yes, BHRT will get some "income" from it, but IMO, the sell pressure on the stock, or desire to possibly manipulate the stock, IMO would/could be huge. The downward pressure as all these shares went up for sale, I believe would just bury the share price even further, along with all these other "convertible shares" out there and all the rest.
That's as far as I got so far. To me, IMO, nothing new here at all. Except for the fascinating, IMHO, MIRROR just vanishing. Like it was "scrubbed" from all documents and is never heard of again? It appears just gone. You put out your most up to date SEC filing, and something as major as your "flagship product" and what would be a Phase III "trial", supposedly going after FDA approval of your most "key product" and it's not even mentioned, not ONCE in the entire document? That, IMO is troubling, more than all the "financial weakness" type "stuff" and all the rest.
BHRT, in my 2 cent opinion- and that's all it is, MY OPINION, for my thoughts only, has "morphed", from a serious med/heart "research product development" company, seeking an FDA approved product; into some sort of "medical tourism" in the 2nd/3rd world, to selling "seminars" and selling "trials for cash" type of deal. I, IMO, honestly can't see them anymore as being some sort of "FDA TRIAL, FDA APPROVAL" inside the U.S. type of company- just can't "see it" anymore IMO. Their last, real meaningful phase II/III trials are 4 plus yrs old or so now. MIRROR just vanished. What's the "end game"? The ED and COPD and now "EYE" and all the rest- seem to be some type of "charge the patient a fee" to "participate in a trial" type of deal IMO.
Read 10-Q, PAGE 21:
"Joint Venture Agreement
On March 10, 2014, the Company entered a joint-venture or profits sharing agreement (the Agreement) with Global Stem Cells, Group, LLC and its subsidiaries whereby both parties will participate in marketing for obtaining patients and provide physician training for stem cell treatments under the names of “Regenestem” and “Stem Cell Training”, respectively. In addition, each party will be responsible for selling equipment and kit to existing and previous customers. Profits are divided on a fifty/fifty basis with distribution within 10 days of the accounting for patients and physician training and 30 day with sales of equipment and kits.
In consideration of Global Stem Cell Group, LLC’s participation, the Company issued an aggregate of 8,000,000 warrants to purchase the Company’s common stock for four years at $0.0217 per share with 2,000,000 warrants vesting 90 days from the effective date, 2,000,000 vesting on each anniversary date for three years. During the three months ended March 31, 2014, the Company charged $22,546 to current period operations for the vesting portion."
THAT, is that "group" who appear to be some "web site" and "booking' deal for off-shore "trials" and/or "treatments". Notice, any revenue brought in via these "deals", BHRT is going to split 50/50 with them. So who knows on this recently reported "revenue", how much is in this 50/50 split category? I've searched to try and even figure out who, and who put together this "global stem cell group"- and there's little to nothing to be found, IMO. Doesn't pass a good "smell test" IMHO, to be going from a serious, heart R&D, FDA type "trials" company, to now this kind of "off shore", "charge the patient for trials" types of deals. Just doesn't seem like their original business plan or company mission IMO.
That's my 2 cents so far. Will read the document in more detail, maybe pick out other "highlights" if I find them. I don't see any real material change in their poor financial condition, the trials seem to be going nowhere, I can't figure out anymore what kind of company they are supposed to be, or what their long term "end game" and goals are? NONE of it, in my humble opinion makes any sense anymore. Oh, and the expense/cost structure exploding, while R&D goes to practically zero- is "interesting" to me, IMO, to say the least.
Good luck and happy trading of course.
Hello Bioheart. I had a couple of questions:
(By the way, the volume is GONE, IMO- look at today. Did about $17K total in trading today. That's like qty-16, $1K trades, for an entire day. Noise level, IMO. One major sell order/short from big boy- and it might do a 15 to 20% drop day again, IMO. Today's close "up", 9% was a total "paint the tape" on probably a single, $500 or less, single buy order, IMO.)
Oh, and before the questions: it’s been fascinating to say the least, to read recent commentary by what is apparently your former CEO, CTO among other titles, “HowardLeonhardt”, he has actually specifically addressed several commentaries to me. Very fascinating, as he seems to lack even a basic understanding of the correct forms used by public companies when filing with the SEC (U.S. Securities and Exchange Commission), which IMHO, is just extremely “interesting” to say the least, for what would have been the most Sr. Executive for day to day operations of a public traded firm. Since it’s typical- for a public traded stock, company CEO to have to interact in detail with very sophisticated members of the investment community- such as doing an IPO “roadshow” or giving the annual and/or each quarterly report to investment analysts, all of who would pick-up on, in an INSTANT, IMHO, if the CEO wasn’t intimately familiar and well versed in how to read, understand and know what each SEC filing is for, how to explain it, know in detail what’s in it, etc., how a "CEO" would not know a 10-K is not the annual filing, is well, fascinating to say the least IMO.
Or, could this possibly help explain why the stock was de-listed from the NASDAQ, only about 1 yr after going public and never traded above its IPO price, and in fact, had essentially, a steadily declining stock price from essentially the IPO day, to today, where it is now a sub 3 cent stock? I don’t know, and don’t have an opinion, but it would personally be a concern to me, in a public company, if the CEO didn’t know the difference between, for example, a form 10-K filing and a form “4” filing? Also, to see a former CEO, of a public traded stock point at, and use a site called “10Kcrunch” would also, IMHO, be of great concern to me? As, all experienced, well versed CEO’s, Sr company officers, investment analysts, etc that I am familiar with- know that the only place one would go to reference SEC filed, public company documents, with any reliability (certainly not 10Kcrunch IMO, see disclaimer bottom of their web page- “Disclaimers: Information is provided “as is” and solely for informational purposes") I mean, the only place I know that professional caliber executives or essentially any investment community professional goes for SEC document information- is the U.S. Securities and Exchange Commission “EDGAR” database- the govt. “official” filing place and repository (library) of all filed information, for all public traded companies in the U.S. markets- but apparently the former CEO is not familiar with this? Very “odd” IMHO? (again, this is based on his own recent commentary- several directly addressed to me in public)
https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001388319&type=&dateb=&owner=include&count=40
Also, there was follow on commentary, that appears to not understand that a form "4" for example, that list shares "acquired" via being one being granted "options" or "warrants" (a right to purchase a security at a set price, for a set period of time into the future), that those are not "buys" as in money was spent from one's pockets, but those are shares "acquired" and are "given" as incentive and for various other reasons- but on a site such as 10KCrunch, for example, they may be mislead to be listed as "buys"- a common mistake and misunderstanding to those who are not familiar with SEC filing, common, well known, form terminology. That same commentary also pointed out (paraphrasing),"heck, it doesn't really matter what SEC form is referred to, getting the name right or wrong, it's not really a big deal". Wow, I really didn't know that at all? I mean, I thought all these forms were very detailed and specifically written and are signed off-on, filed and uploaded to the SEC EDGAR database and all- as in "kinda" important and all? But, I guess not maybe? What the heck do I know? Oh well, I guess if it's no big deal to understand SEC forms, and what they are, and how they are filed, read, understood, etc- then maybe that explains a lot, IMHO. Who knows- again, I don't really have an opinion on it, I don't really know a thing, I was just reading "commentary" specifically sent to me by “HowardLeonhardt”(stated to be the former CEO in his own words/statements to me specifically), apparently to "inform" me? I read it with great interest to say the least.
Oh well, anyway- on to the "questions"- since there were some others earlier, I had a few too, so just thought I would add them:
1) Why if you're "thee world leader" (exact wording, taken from your own PR's, web site and similar)- is your public traded stock at sub 3 cents and the entire company (3 employees per your latest 10-K) only have a total market cap, of about $11 million dollars? Which means, when your debt and cash deficits are taken in to account, IMO, "the market" is assigning a "Value" of pretty much "ZERO" for the "company" - meaning any intellectual property, plant and facilities, assets, inventory, etc? Why would that be? Curious IMHO?
2) Why if this is a "great" company (3 employees total?)- why do you have a "going concern warning" in your own 10-K? (most recent 10-K, PAGE F-2)
Definition of a "going concern warning" from 3rd party source-
http://wiki.fool.com/Going_concern
"While the term itself is a positive one, the term going concern is usually only encountered when there is a problem with a company. If a publicly traded company has discovered that there is a significant risk to ability to survive (e.g. lack of funds, impending government regulation, pending litigation etc.) it is required to disclose the risk it may go bankrupt to investors in its SEC filings. This is known as a going concern warning. Obviously a going concern warning is a huge red flag for would be investors."
3) If the tech is so great, and all these "conferences" and "PR" and all are going on, then why has no one wanted to "finance/fund" the company- resulting in mgt, making a statement, in mgt's own words like what's on page 25, most recent SEC 10-K filing?:
"Risks Related to Our Financial Position and Need for Additional Financing
We will need to secure additional financing in 2014 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 March 24, 2014, we had cash and cash equivalents of approximately $211,632.80 and a working capital deficit of approximately $13.4 million. 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, 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 plan;
• 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."
4) Why have the MARVEL an REGEN trials, the phase II/III trials never really advanced/moved forward since about 2009/2010 if the technology is so "great" and sought after? Most recent 10-K, PAGE 53
"We are seeking to secure sufficient funds to reinitiate enrollment in the MARVEL and REGEN trials. If we successfully secure such funds, we intend to re-engage a contract research organization, or CRO, investigators and certain suppliers to advance such trials."
Why did they "stop" and/or stall out, never really progressing again, for at least about 4 yrs now?
5) Why was MIRROR announced in big, IMO, "PR"- but has never been spoken about again, since about July 9th, 2013? Other than to say (from PR, July 9th, 2013)
"Bioheart has enrolled our first patient in the MIRROR Phase III trial." ONE?
Most recent 10-K, PAGE 2, was apparently, the only place the words "MIRROR" were mentioned, and all it said was:
"We have also initiated the MIRROR trial, which is a Phase III, double-blind placebo controlled study for centers outside the US. The SEISMIC, MYOHEART,MARVEL and MIRROR Trials have been designed to test the safety and efficacy of MyoCell in treating patients with severe, chronic damage to the heart. Upon regulatory approval of MyoCell, we intend to generate revenue in the United States from the sale of MyoCell cell-culturing services for treatment of patients by qualified physicians."
Is it still "ONE enrolled"?
6) Why, at the end of 2013, per the 10-K, PAGE F-3, dated Dec 31st, 2013- did the company show a cash balance of only :
$46,227 (yes, $46 thousand dollars? The price of probably a mid-level, semi-luxury car in today's market place?)
Why only $46K cash left, after diluting the shares by an increase of essentially doubling of the outstanding shares- but no advancement of the MARVEL or REGEN trials, and MIRROR only "one enrolled", etc? All that share dilution and only about $46K cash at end of yr, but really no "progress" on these key heart trials, IMHO?
End of 2012 10-K, PAGE 1: The number of shares outstanding of the registrant’s Common Stock, $0.001 par value, as of March 26, 2013 was 190,496,693.
End of 2013 10-K, PAGE 1: The number of shares outstanding of the registrant’s Common Stock, $0.001 par value, as of March 24, 2014 was 420,920,157.
And as of the most recent, FORM 14, SEC filing, Page 1, 463,274,232 common shares
7) Why in some very recent "PR" - did the ANGEL, 5 person "trial" in Mexico, appear to show results that are "worse" than a "study/trial" announced in another recent PR, that was also, apparently done on "5 patients" at the same facility in Mexico, but about 4 yrs ago? Why would the most "recent technology"- produce worse outcomes (outcomes inconsistent at a minimum IMO) - with a study done about 4 yrs ago as of today? That doesn't seem like "progress" or consistency IMO? Why would that be?
(also, why is the name "ADIPOCELL used in referring to a study from 2010, when it appears that "ADIPOCELL" did not come into existence until recently? It was formerly called "Lipicell" - and was stated as "licensed" from a different source? So how could Adipocell have been used in 2010? Just "curious" IMO? Most recent 10-K, PAGE 3:
"AdipoCell:
Bioheart has successfully completed various trials using adipose stem cells. In August 2013, the Company canceled its license agreement with the Ageless Regenerative Institute for adipose derived stem cells called LipiCell. Bioheart has entered into a term sheet agreement with Invitrx to License their adipose derived stem cell products. Bioheart has changed its adipose derived stem cell product name to AdipoCell. "
So, if "Adipocell" didn't even exist apparently as a "product/process" name, licensed specifically from a different source then (2010) and was "Lipicell", not licensed as "Adipocell" from a totally different source as stated today- until about Aug, 2013, then how could it have been used in Mexico (specifically called "Adipocell" in PR, referring to events in 2010)- how could it have been used in 2010? 2010 would have been "Lipicell" would it now, licensed from the then source/supplier and under a specific patent/process/preparation, different that today's "Adipocell" which is sourced from a different source, under a totally different license, as stated clearly in the 10-K? It's just confusing IMHO, just to me anyway? Oh well, again, what the heck do I know?
Recent PR release, dated May 5th, 2014:
"Approximately four years ago in April, 2010, Bioheart initiated a study using adipose derived stem cells (AdipoCell™) in congestive heart failure patients. In collaboration with the Regenerative Medicine Institute of Tijuana, Mexico, five congestive heart failure patients were successfully treated in the initial pilot trial at Hospital Angeles Tijuana. Patients underwent a mini-lipoaspiration procedure where 60ccs of fat were removed. This fat was processed to obtain the stromal vascular fraction (SVF) which contains mesenchymal stem cells, progenitor/endothelial cells, pericytes, hematopoetic stem cells and more. The SVF was injected into the damaged areas of the heart using Bioheart's MyoCath® catheter allowing for a minimally invasive delivery. Patients were followed on protocol for 6 months and demonstrated on average, an absolute improvement of 13 percentage points in ejection fraction and an increase of 100 meters in their 6 minute walk distance."
A recent "PR" about the "ANGEL trial" (one would assume is the most recent technology)- stated the following results, apparently worse, or less, than those produced in 2010?
PR dated 4/30/14:
"At
the 6 month time point, patients are demonstrating an average improvement in exercise
capacity or a six minute walk test of approximately 68 meters (p=.07) as compared to an
average improvement of 47 meters at 3 months (p=0.12). Eighty percent of the patients
showed an improvement in their exercise capacity from 3 months to 6 months post stem cell injection.
Another end point in the study is ejection fraction (EF) by echocardiogram. At the 3 month time point, 100% of the patients demonstrated either improvement or stayed
the same. After 3 months, patients showed an average absolute improvement of 3 percentage points in ejection fraction (p=0.17). The patients continued to improve from
3 months to 6 months with a statistically significant average absolute improvement of 10 percentage points (p=0.01)"
I don't know- but isn't that "worse" um "outcome performance" in the most recent, ANGEL trial, than what was reported to have occurred back in 2010? 100 meters is more than 68, correct? Must just be me? I don't understand it I guess?
8) Why if the company is essentially "cash poor" and struggling financially- per mgt's own SEC filed, 10-K statements (see references above) and has a "going concern warning" from their own auditors in most recent 10-K (see references above) and can't move key trials forward, for lack of "funding" (stated in 10-K, in company's own wording, see 10-K references)- why then did qty-2, of the 3 total employees (10-K states 3 total employees)- why did they get extremely large pay increases in yr 2013 per the compensation table, most recent 10-K, PAGE 71? (what "performance" did they do, to warrant large pay increases AND "bonuses" per the table on page 71?)
They essentially increased their base salaries by 50%- and their total compensation packages essentially tripled in one yr, in an economy when most "employees" are receiving no raises/pay increases, and the common share holders of the company have been diluted, nearly wiped out by the common share price- it saw its lowest price in it's history in 2013, touching .0063 (6/10ths) of one penny? Why would that result in "bonuses" and enormous (percentage wise) pay increases to these two "employees"? Just very "curious" IMHO.
Mike Tomas total compensation yr 2012: $347,585
Mike Tomas total compensation yr 2013: $936,804
Kristin Comella total compensation yr 2012: $105,671
Kristin Comella total compensation yr 2013: $366,083
Why would that make sense, IMHO, given the extremely poor performance of the common stock, the company's extremely weak financial position, the fact it has a "going concern" auditor warning, and key trials have not advanced because of "funding"- per statements in the company's own 10-K?
9) Why does a company named BioHEART, who stated (past, IMO) that's its "big opportunity" to be a huge success (paraphrasing) would come from "heart related trials of a product known as "Myocell" getting FDA approval)- why does the company put out a barrage of PR (IMO) in the past 6 months to 1 yr, where "Myocell" seems to hardly get a mention anymore IMO- but a vast range of topics/"treatments" are stated to be now in "studies" and "deals" or similar (all via a 3 "employee" company) - technologies ranging from ED (erectile dysfunction) to "eye" related problems (Macular whatever), to "orthopedic" to "animals" to a recent talk/tweet about a "conference" now discussing "sports medicine" apparently, to "deals" involving what appears to be "medical tourism" in 2nd and 3rd world countries- in a vast array of countries around the world? How, why would all this be possible, let alone "funded", when the company says it can't even advance it's "flagship product" known as "Myocell" for "lack of funding"? Why would one branch out into probably at least a dozen more undertakings, when it can't even advance or progress on, IMO, what IMO, was always touted as the company's "core competency" and key to success? Why would that be the case? Very "curious" IMHO?
10) If "Myocell" is the flagship product- even if it ever could reach FDA approval, it's no longer protected under patent, so how will it be successfully monetized, when much larger, better financed competitors exist IMO? From company 10-K, PAGE 16:
"Patents and Proprietary Rights
We hold limited patent rights in our product candidates. Our MyoCath product candidate is protected by a patent, expiring in September 2017, in which we have an irrevocable co-exclusive license. Our MyoCell product candidate is no longer protected by patents, which means that competitors will be free to sell products that incorporate the same or similar technologies that are used in MyoCell without infringing our patent rights. As a result, MyoCell, if approved for use, may be vulnerable to competition in the form of products that use the same or similar technologies. We have previously licenses certain patents and patent applications relating to our MyoCell product candidate. These licenses have all lapsed as of the date of this report, .."
11)Given all this stated "world leading technology" and all (see company's own web site, numerous yrs of "PR", etc to see specific "claims" made, over a period of at least 4 yrs IMO)- why has the company undergone qty-3 CEO changes since about 2008, numerous departures from the BOD, numerous layoffs/and or firing of nearly all former personnel at the company (now 3 employees remaining), and why would the common stock be down, about 99.39%, to a sub 3 cent level, when viewed on a "max" chart- covering pretty much from the IPO date, to today? Why would that "performance" be the case? Again, just curious IMHO? Why? Why did the company default on a key loan, the BofA loan, and "need" to create the entity now known as "Northstar"? Again, just curious and "interesting" IMHO?
12) Given the already extremely poor return given to the common shareholders in general (see stock chart and steep share price decline)- why would the outstanding shares available be further increased, from about 950,000 million shares today, to a stated 2 BILLION shares, and no common shareholder vote is even required? Why did BHRT set up the share voting structure, so that when a "proxy" comes up- the common shareholder have no vote or voting rights anyway? Just curious? Do the common shareholders even matter to the company mgt or BOD? Again, just curious, given the common share performance, and now, what appears to be pre-arrangements being made to further dilute the common shareholders.
Thanks in advance!
HowardLeonhardt??
1) You are stating you're a former CEO, company officer of a public traded firm, etc- yet you're not even familiar with the very "basics" of SEC forms. A form "10-K" is NOT, EVER what is used to disclose one's (an insider, large shareholder's) personal stock holdings. A 10-K is a company's "annual filing" with the SEC, to summarize the yr end biz. It has ZERO to do with what you would have bought or sold, as one's personal holdings, as in being an "insider", or major stock holder, in a public traded firm. NOTHING, not even close. An individual shareholder, who's a large shareholder, which you would be, would typically file a SEC FORM 4 or similar, to disclose disposition (buying, acquiring, options exercise, selling, etc) of stock they hold (common or preferred shares). Nothing even remotely to do with a form 10-K. That, IMO, discredits you as the former CEO, or any, public traded company "officer" level person. My opinion.
2) You are a majority shareholder still (you hold well over 5% of the shares), which means you'd be known as an "insider" or a "majority shareholder" and would never, IMO, be posting here on a public forum regarding ANYTHING related to Bioheart. Also, you state you're still involved in providing "financing" (on-going in your own words/claims) to the company- which would have to come in the form of REG D, "private placements" and/or debt, or similar deals, which again, would make you privy to insider trading info, insider financial info, creating vast implications to be commenting on a public forum, about a public traded, public stock company. You'd also be a "controlling shareholder" the way that BHRT has their "insider vote" controls set up. As in the recently filed Form 14, "PROXY"- you'd be one to have voting rights on such a form (the common shareholders have none) and thus again, you'd never, IMO be commenting in a public forum about the stock and/or company, financing, loans (as in recent) you claim to be providing them etc.. Never.
3) Every single thing stated in the post- is public info, EASY to find public info. I can scrape it off the net in a matter of minutes.
Good luck.
"Mike Tomas, presented at the eMerge": stock DOWN ONLY 9% to 11% and volume is drying up. So, that appears to be working out pretty good.
Another "talk", another "conference" and "webinars" and "tweets" and "facebook"- and it's only making lower highs and lower lows, and volume is drying up. Great. 50 DMA is at .037, and it hasn't even come remotely close to making a re-test or go at it, since breaking it on April 14th on high vol. It's downtrending and volume is getting very low (didn't even break a million shares yesterday, as someone pointed out). It's headed for the next big drop, IMO. At least to the 200 DMA, which is .019 (the ole 2 cent zone). It's touched real close to that already about 3 times now, in the past week.
What I find very interesting IMHO, is the entire "company" is 3 people according to their own 10-K. Here is the exact wording of the most recent 10-K, PAGE F-17:
"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..."
So, when 2/3 of the "company" (the 2 of the 3 listed as the "key" employees), always IMO, appear to often be gone, as in, off giving "talks" and "presentations" and at "shows" for a shmattering of who knows what- all over the place; who is actually left, actually "running" and "managing" the day to day, you know, "business" of the company? I just find it curious, to say the least IMO?
I mean- who is left actually running an "R&D" company and doing actual "research" and most importantly IMO, who's running/managing things like PHASE III "trials" and dealing with FDA regulatory issues and writing research papers or studying data, and doing the financial accounting and "stuff" it takes for a public traded company? I mean when they're gone a lot- who's left, as they say, "minding the store"? What goes on, on an average day, as far as being a "medical research" company, conducting I guess- all these "studies" in all these different countries, plus overseeing all these "deals" and stuff announced in numerous "PR" and similar- I mean how does 3 "employees" do all that, let alone, when 2 of the 3, the 2 key ones, are off hanging out and being at "conferences" and "talks" and similar "stuff" it appears, fairly often IMO?
I just find all that fascinating? A Phase II/III "trial", medical research company, all being handled by a few people? It just doesn't seem to make much sense IMHO? Seems like a lot of work, in a lot of different places, and a lot of "deals" and a lot of areas of "study" (we got what now- the "heart" and ED and COPD and orthopedic and "eye" and "animals" and probably some more I've missed or forgotten from all the PR)- and all "handled" by 3 employees, 2 of which are "key" and are gone a lot of the time and "conferencing" or "talking" or "presenting"- and all?
I don't get it? Makes no sense to me- how all that would be possible? But hey, that's just me I guess. Do one's own due diligence and good luck buying, selling or trading.
It is not relevant because myself says it is not relevant to my interest in Bioheart. I do not need outside confirmation to my opinions.
List of HeartRhythm 2014 exhibitors, from the official "HeartRhythm" society web site and 2014 convention web site, specifically:
http://www.heartrhythmsupport.org/exhibits/currentexhibitor.pdf
http://www.heartrhythmsupport.org/
I personally, don't find "Leonhardt" listed (or any variation on that name) nor any reference to "Cal-X" or any variation on that name, nor "Bioheart" nor any variation on that name? None, that I can find?
So, IMO, as far as I can discern, from public, official documents put out by "HearthRythm 2014", the "exhibit company"- I don't see Bioheart or Leonhardt or Cal-X as being "officially" on display there- as in a booth, meeting room (they can be rented/arranged per the HeartRhythm society documents and are located in the convention center, close to the exhibit floor), etc IMO.
I also, can not find any "official" connection to the "St Regis Hotel" and any "official displaying" or "exhibiting" or "speaking events" related to "HearthRythm 2014" which they, the HeartRythm society, say is specifically being held at the "Moscone Center" (a large convention center) in San Francisco.
Yet, the listed "PR" put up earlier, IMO, is clearly "designed" to imply a specific "linkage" that, the "PR" and what it states (the "showcase" at the St. Regis), is "officially" somehow linked to "HeartRythm 2014 in San Francisco"- that's the way I read that PR, IMO.
That's my opinion and what my reading, and a simple, couple of google searches and some basic "research" has shown me. Could be wrong, but that's what I've found by going to the source, "The HeartRythm 2014" officially released info, per their own sponsored, and their own organized "event".
That's my 2 cent opinion. Make of it whatever one wants.
"He's showcasing Bioheart's technology. This is relevant"? How?
Also, as is typical IMO, read the wording of the "PR" very carefully IMO.
It appears to be nothing more than a "pump/promotion" for his own, so called "Leonhardt Ventures’ Cal-X Stars Business Accelerator " and the so called "Cal-X exchange"- which doesn't even exist, or is not even operational at this point, as far as I'm aware?
Again, how does this have anything to do with BHRT, their business, they're business condition, etc? It's a "showcase" taking place in what appears to be a "room/small suite" of a hotel?
" St. Regis Hotel, The Muse Boardroom Level 3, 125 3rd Street, San Francisco, CA 94103 from 3:30pm to 5:30pm on Friday, May 9th."
The St. Regis San Francisco
125 3rd St
San Francisco, CA 94103
(about a city block over, from the Moscone Center, where Heartrythm 2014 is taking place)
Notice, the "PR" is crafted to state the "Heart Rythm" 2014 "event" in a BOLD headline- but then states, it appears IMO, that Leonhardt is only at the Regis Hotel, Muse Boardroom, blah, blah, blah.
As far as I am aware, the "Hearthrythm 2014" is taking place at a "convention center" at :
The Moscone Center
747 Howard Street
San Francisco, CA 94103
http://www.hrsonline.org/Education-Meetings/Scientific-Sessions/Events/2014/Heart-Rhythm-2014#axzz30wYjS0f7
So from everything I can tell - "Leonhardt" is not "at the" Heartrythm convention as an "exhibitor" (no booth, suite, etc listed). The PR simply states that "Heartrythm 2014 is taking place "in" San Francisco on May 7th to 10th", but then "slips in", that Leonhardt has apparently, put together or is "announcing" some "meeting/showcase" of his own, somewhere, apparently nearby, but IMO, not officially associated with "Heartrythm 2014"- at which you have to register, buy booth space per the sq-ft, etc. Their .pdf documents even list specific rules regarding any holding of "private meetings/displays" in the "meeting rooms" and so forth, "officially" associated with HeartRhythm 2014, and on the "official" facility premises. (it's all in their documents and on their web site- easy for one to read/research IMO)
Read more: http://www.hrsonline.org/Education-Meetings/Scientific-Sessions/Events/2014/Heart-Rhythm-2014#ixzz30wcxTsBD
The "PR", IMO, appears to use the bold headline, "Heartrythm 2014" which, indeed, is taking place in San Francisco on those dates, but Leonhardt is not listed as an "exhibitor" that I can find?
http://www.heartrhythmsupport.org/exhibits/currentexhibitor.pdf
http://www.heartrhythmsupport.org/exhibits/ExhibitorSuiteApplication2014.pdf
(They even have an exhibitor "suite" application- "suites" being listed as "near" and "behind" the main exhibit floor)
The "PR", thus "carefully" states, IMO, that "Leonhardt" is having this "showcase/meeting" in some hotel "meeting room" that appears to be down the street or nearby the actual "Heartrythm" actual "conference" IMO, and IMO is not an "official" part of "HeartRythm 2014" from all that I can tell, via reading the "Heartrythm 2014" list of exhibitors, the location (Moscone Center versus St. Regis Hotel) etc.
Leonhardt? This is the BHRT board- he's no longer part of BHRT that I'm aware of? He's not in Sr. mgt, he holds no seat on the board, etc?
So, what does his "presentation" have to do with BHRT?
Also, it's great IMO, when he makes a statement like:
"Bioheart, Inc. – http://www.bioheartinc.com – Phase III leader in applying adult muscle stem cells to treat advanced heart failure. "
Phase III "leader"? According to who? Their last, major "Phase III" has sat, and not progressed since 2009/2010 that I'm aware of? They have "enrolled" ONE "patient" in the MIRROR trial- the "phase III" to be done in Mexico and other, outside the U.S., places? How does that make them, IMO, their own, "self named leader" in "phase III"?
Baxter, for example, is conducting a "phase III" utilizing "stem cells" and related to "heart treatment" - and IMO, would be far, far, far more likely to have a "chance" at some success, based on their track record, their pedigree of their experts (60 thousand employees to draw on- some, probably the best in the world at that they do) and deep, deep pockets, as in, probably at least a $billion or more dollars they can sink, if they choose to.
http://www.baxter.com/press_room/press_releases/2012/02_28_12_stem_cell_cmi.html
http://clinicaltrials.gov/ct2/show/NCT01508910
How would BHRT, at 2.6 cents,w/ 3 total "employees" left, a market cap under $11 million or so, be the "phase III leader", against say Baxter, and that's just picking out one example, IMO? How?
Don't see any connection to some "Leonhardt" presentation or "showcase" or whatever, and what is happening today at BHRT, IMO? Further, there's been all kinds of "talks" and "presentations" and "webinars" and "tweets" and who knows what- what does it amount to, IMO? Hasn't changed anything so far, IMO?
"The economic state and scientific regen market.."??
What "economic state" or "scientific state" of the so called "regen market"?
I can list "most" of the public traded stocks on the U.S. markets (certainly the U.S. exchange, and probably even a few off the U.K. markets) that would be known as "stem cell" or "regen" related (they're mostly all listed on a well known stem cell web site) - and the vast majority are penny stocks, today, now at this point in time. Several are totally delisted by the SEC- not even remaining on even the "pinks", no longer even allowed to trade. Several are not only "pennies" but have market caps of a "few" $million dollars or less now.
One can easily list out their present share price and market caps and cash on hand versus debt, etc- and as an "industry", if the companies that have "gone public" are some sort of "aggregate" snap-shot, it ain't a pretty picture, IMO. I can't think of another biz segment off the top, where so many OTCBB or "pinks" are clustered in one segment (maybe Canadian "mining" is an example. Maybe the dot.com bust of 2000, sunk as much coin down failed businesses?)?
The "scientific" portion? There's exactly ONE, FDA approved "Stem cell" so called "treatment" for anything as of this date, that I'm aware of? One. That's it. And for example, many experts in the field (Duke University, lead researcher on the 60 minutes piece as an example- states 10 yrs, maybe 12 yrs minimum for "anything" to be commercially available among the vast claims of "treatments" that were displayed in that investigative journalism piece).
http://www.cbsnews.com/news/stem-cell-fraud-a-60-minutes-investigation-26-08-2012/
Thus, the "scientific" portion is far from "proven science" IMO, and is not even close to prime time yet, as in commercially approved "treatments", as evidenced by the general research/scientific and regulatory community IMO.(everything is deemed "experimental" at best, and in this country can only be done under FDA "research or experimental basis" that I'm aware of?)
http://www.fda.gov/forconsumers/consumerupdates/ucm286155.htm
"FDA Warns About Stem Cell Claims
Search the Consumer Updates Section
Stem cells, sometimes called the body’s “master cells,” are the precursor cells that develop into blood, brain, bones and all of your organs. Their promise in medical treatments is that they have the potential to repair, restore, replace and regenerate cells that could then be used to treat many medical conditions and diseases.
But the Food and Drug Administration (FDA) is concerned that the hope that patients have for cures not yet available may leave them vulnerable to unscrupulous providers of stem cell treatments that are illegal and potentially harmful.
FDA cautions consumers to make sure that any stem cell treatment they are considering has been approved by FDA or is being studied under a clinical investigation that has been submitted to and allowed to proceed by FDA.
FDA has approved only one stem cell product, Hemacord, a cord blood-derived product manufactured by the New York Blood Center and used for specified indications in patients with disorders affecting the body’s blood-forming system."
That FDA statement is current as of today on their Federal govt run, regulatory web site, as far as I am aware.
Another "vague" PR IMO. Should have checked my calendar, guess it was time for a "PR about something", though.
"Bioheart, Inc. Announces Update on Phase I Adipose Stem Cell Trial": SUNRISE, FL--(Marketwired - May 5, 2014) - Bioheart, Inc. (OTCQB: BHRT)
Gotta read this one carefully, as always, IMO- what does it really say?
Here are the extremely "vague" parts (typical) IMO:
"The patients were recently contacted to assess quality of life. The patients have reported that they are in good spirits and doing well. According to the American Heart Association, about half of the people who develop heart failure die within 5 years of diagnosis. The most compelling data from this trial is the strong safety profile. All adverse events were adjudicated by an independent data safety monitoring board and deemed not related to the therapy. In addition, the four year information from the original pilot study demonstrates preliminary long term safety of the AdipoCell product.
"
1) The "patients" were "contacted"? How? By phone, via a written questionnaire? How and by whom? Did the Mexico clinic do this "survey" to "assess" or did "BHRT"? There is no way IMO, to discern any of that, the way this is written. Further, was some sort of "generally accepted academia or industry" style questionnaire format followed? They of course exist for this type of medical, clinical research follow up- most have specific names, are peer reviewed, standardized for research, etc. They would typically be reported IMO, using some sort of graded, scale rating- as in qty-50, written "quality of life", very specific questions, graded on a 1 to 10 scale for example, would be filled out on a standardized written "assessment" survey.
I've never , ever heard or seen it reported that a medical follow up, as in a formal, clinical research type follow up was done, and the answer was , "The patients have reported that they are in good spirits and doing well." ?? Huh? What? That is scientifically meaningless and useless information IMO. How can anyone possibly measure that or compare it against some baseline. As opposed to some standardized, 50 question academia/research style follow up, formal written questionnaire- in which the summary would say something like, "All 5 patients scored 70% or higher, on the Jones-Smith quality of life index study scale, and 85% or better in the 25 question Johnson-Robertson, functional, quality of life XYZ standardized survey rating." Something to that effect. This sounds like someone could have called each person up, simply said, "Hey Bob, how ya feeling- do you feel good, like your life is OK?". Bob answers, "Yeah, everything seems pretty cool and all- I felt pretty good this past week. Walked my dog twice." Thanks Bob- end of follow up "survey". Classic "vague" IMO. I don't know how anyone could/can possibly follow up on this as reported, ever verify it, quantify it, etc. Let alone prove that the claim being made, that it someone demonstrates "safety" or something?
Does one really think the FDA or similar would believe this "follow up" as reported- is enough to "demonstrate safety"? I've seen FDA "safety determination studies" and they are notebook thick, with 100's, if not sometimes a 1000 pages or more- of statistical data, lots of numbers, graphs, charts, sophisticated mathematics, formal verbiage using standardized academia, or peer published research studies, standardized-sophisticated follow-up questionnaires and "adverse event" tracking/reporting methods, in "generally accepted formats", etc. This IMO, this "follow up" is vague. It's worded IMO, like someone doing a questionnaire on whether or not people like a particular brand of soda or something. It sounds like a poll or something IMO- more than a formal academia, research style "follow up" results IMO. I mean really, "They all reported being in good spirits"? What does that even mean? Happy? Cheerful? Who measures "being in good spirits" and on what scale- some kind of depression/happiness scale or what? They reported they were "doing well"? Again, in medical or science terms, what does that even mean? Hey Bob, "How ya doing, you doing "well"?" Bob, "Yeah, not bad". Thanks Bob- scientific "study" is completed? Makes zero sense IMO, and in no way that I can see - is verifiable, quantifiable or repeatable as written, IMO.
2) " All adverse events were adjudicated by an independent data safety monitoring board and deemed not related to the therapy."
Classically "vague", again IMO. What "independent data safety monitoring board "? Who? What's their name? Where are they located? Is this info published anywhere? Peer reviewed, etc? Every "board" I know of has a NAME- PRINT IT and STATE IT? What's the mystery about? And, apparently there were "adverse events" as they needed to be "adjudicated" - so WHAT WERE THEY? And by who's "standards" were they "adjudicated? Per standards of the FDA or some other, similar, well respected regulatory body? Was any of this published and peer reviewed to deem it "safely adjudicated", etc? VAGUE as can be IMO. It doesn't even list a name for the supposed "independent body"- whoever and wherever they are and what their title and credentials are? WHY? Why would someone, reporting on a medical research type of sophisticated study and "independent review group" (supposedly) IMO, not list the specific name and contact info for this "review board" or whatever or whoever they are? Again, the way this is written, IMO, it is 100% impossible to verify it, confirm it, etc.
Just another "PR about something" IMO. Vague as can be- and not, IMO, written in any, generally accepted type of medical research style or format. I don't think any credible medical journal or similar- would ever print or accept data/info in a format like this, such as "review boards" without even their name, location. etc being given.
That's my 2 cent opinion on it. And that's not even getting into the apparent reality- that when compared to the recently presented 6 month follow up data, done on 5 patients at the same facility, for what is being deemed the ANGEL, phase I "trial"- that the data/performance/outcome on this more recent trial, 6 month data appears to be worse, than this 4 yr old "study" (100 meters then, versus 68 now and 13% then versus 10% now on the ejection measurement?).
Buy, sell, hold, do one's own due diligence or whatever- but that's my opinion on the "PR" from today. Makes zero sense to me, and is "vague", which IMO, is a typical BHRT "PR" release. It leaves out a huge amount of details and info IMO, info that would be very easy to include and state in the PR, and IMO, would be customary to state in such a PR, so as to make it verifiable and easily tracked by other researchers, independent press/journalists, medical writers, or anyone else wanting to follow up on it, verify it, etc.
AM dump high vol, down 11% or more- then "walked it up" on a super wide spread on almost no volume traded. It literally "flat lined" for over 3 hours, "maybe" a few $thousand traded in that 3 hours.
Now, looks like they're gonna "try" and "paint it" on a mega wide spread again, and almost no volume of buying.
Classic "ratchet" IMO. Dumping a boat load for "someone" or a "big boy" going short, then the broker/dealers open the spread, Grand Canyon wide and "paint the tape" on some $200 or $500 trades or whatever- and "walk it back up" again, creating the illusion that it's now flat or "up" a bit for the day.
Next several days- wash, rinse, repeat IMO. They're still "working" it IMO, for a big boy. Not done yet. 90% or more the volume today was on the 11%, AM drop.
All the rest is just "gaming it" from the big boys, IMO.
Same old, same old. Lower highs, lower lows- and down dumps are on much, much higher vol than these moves back up. All designed to pull in buyers, for the next "unload" cycle IMO.
So, an old "study" (apparently not an actual "trial") from 2010 is being reported in "PR" today, 4 yrs later, that appears to not be the recently reported, "ANGEL" trial in Mexico? But the "old study" done in Mexico on 5 patients, reported, what appears to be far better (at least pretty different results IMO) better results back then, compared to what was released a week or so ago, regarding the "new", most "up to date" ANGEL trial in Mexico?
This is very confusing IMO.
From the 10-K, dated Dec 31st, 2010, PAGE 14:
"On March 23, 2010, the Company announced plans for establishing five Centers of Excellence in Latin America to provide its cell therapy procedures to patients suffering from congestive heart failure (CHF) and peripheral arterial disease (PAD). Bioheart entered into its first agreement with a leading treatment facilitator, Regenerative Medicine Institute of Tijuana, Mexico."
"On April 14, 2010, the Company announced that treatment with stem cell therapy on two congestive heart failure (CHF) patients was performed successfully at the Hospital Angeles Tijuana, Mexico, through Bioheart's Center of Excellence program with Regenerative Medicine Institute.
The center in Mexico has recently completed 6 months follow up on the first 4 heart failure patients (this is 2010 remember, being reported in the 2010, end of yr 10-K). These patients have demonstrated on average, an absolute improvement of 13 percentage points in ejection fraction and an increase of 100 meters in their 6 minute walk distance."
It's confusing too, IMO, as it starts by saying (2) patients were treated, then a line later, 6 month data on (4) patients is summarized, and now 4 yrs later, it appears it's being stated that (5) patients were treated and had "6 month follow-ups" done? I can't follow all of this, IMO? It's confusing as heck IMHO? I don't get it?
So, this old data, released a long, long, long time ago (4 yrs approx) is being re-hashed in a "PR" today? Why?
And what's fascinating IMO, was this data from 2010 then, showed better results from the data just released regarding the 5-person, ANGEL trial, done at the exact same center in Mexico, it appears from all that I can "figure out"?
Why is this data from 2010 being re-hashed in a "PR" now? It appears it wasn't even an actual "trial" as in the Phase I, like ANGEL, but was just a "study" at the new, so called "center of excellence" done in Mexico? And it produced BETTER results than what they're doing now, 4 yrs later in the ANGEL trial?
2010, 10-K:
" Patients were followed on protocol for 6 months and demonstrated on average, an absolute improvement of 13 percentage points in ejection fraction and an increase of 100 meters in their 6 minute walk distance."
ANGEL "trial", 5-person, done at apparently same Mexico facility, this past yr or so, 6 month data just recently presented a week or so ago and released in PR:
"PR dated April 30th, 2014:
" Age Management Medicine Group conference and Scientific Seminar in Orlando, Florida April 24-27.
Kristin Comella, Bioheart's Chief Scientific Officer, presented for the first time the Angel 6 month trial data to hundreds of physicians and health care professionals. At the 6 month time point, patients are demonstrating an average improvement in exercise capacity or a six minute walk test of approximately 68 meters (p=.07) as compared to an average improvement of 47 meters at 3 months (p=0.12). Eighty percent of the patients showed an improvement in their exercise capacity from 3 months to 6 months post stem cell injection. Another end point in the study is ejection fraction (EF) by echocardiogram. At the 3 month time point, 100% of the patients demonstrated either improvement or stayed the same. After 3 months, patients showed an average absolute improvement of 3 percentage points in ejection fraction (p=0.17). The patients continued to improve from 3 months to 6 months with a statistically significant average absolute improvement of 10 percentage points"
So in a "study" done at the same facility, 4 yrs ago, in comparison to the ANGEL, phase I trial data just presented recently, 2014- the patients "walk test" improvement declined from 100 meters "improvement" from the original "study" to now 68 meters in the ANGEL trial? And their ejection fraction was 13 percent "improvement" 4 yrs or so ago on a 5-patient "study", but was 10% recently on the official ANGEL "trial" (that would be a difference of about 100-68 = 32/100 = .32 X 100 = 32% difference (worse) in the walk test results and 13-10 = 3/13 = .23 X 100 = 23% (worse) results in the "ejection" measure? This between a 5-patient "study" 4 yrs ago, and their most recent technology and phase I "trial" known as ANGEL done and presented just recently??)
What am I missing here, IMO? Makes zero sense to me? Why is this "PR" and "news" today then, regarding this "study" from 4 yrs ago in 2010? What's it supposed to mean and why is it being brought up again today? I totally don't get it IMO? But hey, maybe that's just me?
Do one's own due diligence for sure. I don't know- maybe I'm just confused by all these different "PR's"? Buy, sell, hold, trade, whatever - only on one's own research and due diligence. Don't listen to me- I'm confused apparently by these multiple "trials" and "studies" and differing (IMO) results and whatnot?
Bid .023. Spread WIDE OPEN. Falling like a lead boat anchor IMO. When that spread gets that wide, it's Danger Will Robinson territory, IMO.
Looks like "PR fatigue" IMO, and probably a "big boy" unloading again, beginning of week. Then, maybe a little "ratchet" back up a bit, unload again, wash, rinse, repeat throughout the week, IMO. Seen the pattern on this one, soooo many times.
"Only" down now from the .08 peak, about .08 - .023 = .057/.08 = .71 X 100 = 71%. That's down 71%, in about a 1 month time period. That's despite the "PR" barrage campaign and all the other "stuff", IMO.
Lower highs and lower lows now IMO. The down trend is solid, and don't see any support or "bottom" in site till at least the 200 DMA, of about .019 that I can see.
Good luck and happy trading.
The "data/results" don't match between two "PR's", only one or two weeks apart?
Aren't they both referring to the 5-person, Angel trial in Mexico, the only phase I, Mexico based, "Adipose" trial or "study" that I've ever heard of them doing? Why would two PR's, a week or two apart, be giving different (IMO), numbers as the "results" -when referring to the same "trial" or study (whatever one wants to call it- I'm assuming it's the ANGEL, phase I??)
What's up with that?
PR dated April 30th, 2014:
" Bioheart, Inc. (OTCQB: BHRT), a biotechnology company focused on the discovery, development and commercialization of autologous cell therapies, presented at the 16th Clinical Applications for Age Management Medicine Group conference and Scientific Seminar in Orlando, Florida April 24-27.
Kristin Comella, Bioheart's Chief Scientific Officer, presented for the first time the Angel 6 month trial data to hundreds of physicians and health care professionals. At the 6 month time point, patients are demonstrating an average improvement in exercise capacity or a six minute walk test of approximately 68 meters (p=.07) as compared to an average improvement of 47 meters at 3 months (p=0.12). Eighty percent of the patients showed an improvement in their exercise capacity from 3 months to 6 months post stem cell injection.
Another end point in the study is ejection fraction (EF) by echocardiogram. At the 3 month time point, 100% of the patients demonstrated either improvement or stayed the same. After 3 months, patients showed an average absolute improvement of 3 percentage points in ejection fraction (p=0.17). The patients continued to improve from 3 months to 6 months with a statistically significant average absolute improvement of 10 percentage points (p=0.01)."
PR dated today- in what appears to also be a rehash, summary IMO, of what must be the ANGEL, 5-person, "ANGEL" trial in Mexico:
" Tijuana, Mexico, five congestive heart failure patients were successfully treated in the initial pilot trial at Hospital Angeles Tijuana. Patients underwent a mini-lipoaspiration procedure where 60ccs of fat were removed. This fat was processed to obtain the stromal vascular fraction (SVF) which contains mesenchymal stem cells, progenitor/endothelial cells, pericytes, hematopoetic stem cells and more. The SVF was injected into the damaged areas of the heart using Bioheart's MyoCath® catheter allowing for a minimally invasive delivery. Patients were followed on protocol for 6 months and demonstrated on average, an absolute improvement of 13 percentage points in ejection fraction and an increase of 100 meters in their 6 minute walk distance."
Doesn't make any sense to me, IMO. What am I missing here- it's two "result" descriptions that don't even match IMO (68 meters versus 100 meters? and 10 percent versus 13 percent? Did the "data" just change in a few days or what?)? Confusing IMO? The two "PR's" as far as I can tell- must be referring to the same, "ANGEL" trial in Mexico, no?
There are not, two different, 5-person "studies/trials" in Mexico that I'm aware of, unless I'm missing something here?
"This is"UP TO DATE PROGRESS"? It's a re-hash, IMO, of what was released/presented at the "aging" conference or whatever it was called, only a week or so ago.
What's really interesting IMO, is it appears the "data" in the two "PR" releases, doesn't even match each other, but appear to be referring to the same "Mexico, 5-person, what must be ANGEL trail", as far as I can tell?
What's up with that? How can the data not match if it's the same "trial" of 5 people in Mexico? Do they just make it up as they go along or something?
What am I missing here? Were there two different, 5-person, Adipose, 6 month tests run in Mexico? That would be "news" to me, IMO? Again, am I missing something here or what? Makes no sense to me, IMO?
"4-traders"??? So they're repeating "old news" as usual, IMO, using a bunch of different "PR outlets"? What a surprise?
They already had the big aging "conference" and presented the "study results" of "ANGEL" and they released "PR" on that date last week with the "data/results" in it, and also prior to that, that the Angel results were "out", completed, etc
So, what's new in this "PR" and why would it matter, IMO?
It appears to be just another rehash of the Angel, Mexico, 5 person "trial" (that's the only 5-person, Adipose, Mexico, phase I based "trial" that I'm aware of, no?) - and there's nothing new in the "PR", that I can see? Just pushing out "PR" as per SOP, IMO, even when it's now old news now, IMO.
It's about the Phase I? Where's any "news" on the old, Phase II/III trials?
Further, this must be the ANGEL trial IMO, correct (this PR today)? That's the only 5-person, Mexico "trial/treatment" that I'm aware of? But look at this PR and what it states, compared to what Comella just reported last week at that "conference" - they don't seem to match-up IMO?
Don't know what's up with that?
PR dated April 30th, 2014:
" Bioheart, Inc. (OTCQB: BHRT), a biotechnology company focused on the discovery, development and commercialization of autologous cell therapies, presented at the 16th Clinical Applications for Age Management Medicine Group conference and Scientific Seminar in Orlando, Florida April 24-27.
Kristin Comella, Bioheart's Chief Scientific Officer, presented for the first time the Angel 6 month trial data to hundreds of physicians and health care professionals. At the 6 month time point, patients are demonstrating an average improvement in exercise capacity or a six minute walk test of approximately 68 meters (p=.07) as compared to an average improvement of 47 meters at 3 months (p=0.12). Eighty percent of the patients showed an improvement in their exercise capacity from 3 months to 6 months post stem cell injection.
Another end point in the study is ejection fraction (EF) by echocardiogram. At the 3 month time point, 100% of the patients demonstrated either improvement or stayed the same. After 3 months, patients showed an average absolute improvement of 3 percentage points in ejection fraction (p=0.17). The patients continued to improve from 3 months to 6 months with a statistically significant average absolute improvement of 10 percentage points (p=0.01)."
PR dated today- in what appears to also be a rehash, summary IMO, of what must be the ANGEL, 5-person, "ANGEL" trial in Mexico:
" Tijuana, Mexico, five congestive heart failure patients were successfully treated in the initial pilot trial at Hospital Angeles Tijuana. Patients underwent a mini-lipoaspiration procedure where 60ccs of fat were removed. This fat was processed to obtain the stromal vascular fraction (SVF) which contains mesenchymal stem cells, progenitor/endothelial cells, pericytes, hematopoetic stem cells and more. The SVF was injected into the damaged areas of the heart using Bioheart's MyoCath® catheter allowing for a minimally invasive delivery. Patients were followed on protocol for 6 months and demonstrated on average, an absolute improvement of 13 percentage points in ejection fraction and an increase of 100 meters in their 6 minute walk distance."
Doesn't make any sense to me, IMO. What am I missing here- it's two "result" descriptions that don't even match IMO (68 meters versus 100 meters? and 10 percent versus 13 percent? Did the "data" just change in a few days or what?)? Confusing IMO? The two "PR's" as far as I can tell- must be referring to the same, "ANGEL" trial in Mexico, no?
There are not, two different, 5-person "studies/trials" in Mexico that I'm aware of, unless I'm missing something here?
I don't give "advice", only my own opinions, and anything I state, is always stated as such, ONLY my own thoughts and specifically, as only my own opinions. (Just making that 100% clear)
You can buy, sell, hold, trade- whatever you choose to do, based on whatever information you choose to read, not read, absorb, study, use or not use, or whatever.
Don't take anything I say as "advice": I'm not a professional, and am in no way licensed in regards to anything financially related to public stock markets or trading or similar and thus do not give stock "advice" of any kind. I'm not a financial "adviser" of any type and carry no such qualifications from any State or Federal licensing board or similar, nor am I in any way, otherwise qualified to give "stock advice".
Curious, what make one address me as "sir"? I'm not aware of I-HUB stating my "gender" anywhere, that I am aware of? Why would one necessarily address me as "sir", when in other statements, for example, you addressed someone by their screen name, "gsdubb"? Just curious, IMO?
Just making it 100% clear though- my posts are opinions and thoughts for discussion, etc. Not "advice", and I never state it as "advice". I stated that IMO (that means "in my opinion") that "I'd" (meaning if it was me), that I'd hold right now, and that IMO (my opinion), I don't think this is necessarily a "bottom" based on the recent history of how it's (BHRT) been trading, according to specifically "my" own observations and "opinion".
Good luck to you and happy trading, buying, selling, whatever the case may be. Always do one's own due diligence- whatever that entails to each individual.
"Looks like the bottom"? .0063 (yes, 6/10ths of one penny) was "the bottom" only about 5 months ago on, Dec 14th, 2013.
It's done a whole lot of trading in the 1 cent to 2 cent range in the past 2 yrs or so. Bottom? Not IMO. Nothing has really changed about their poor cash position or need to continually dump/dilute shares for survival cash, IMO?
I'd wait, IMO. Bet you can get shares a whole lot cheaper than the present 2.5 cents or so. It already hit .022 just in the past week- like it's moving or gravitating to the 200 DMA, of .019, the ole 2 cent area, where it's spent a lot of time in the past 2 plus yrs. A drop to just 2 cents from here, would be a 20% loss. Patience IMO.
It's in a solid down trend right now and they just authorized to increase available shares to 2 BILLION outstanding. Not exactly a sign of strength, IMHO.
The 10-Q will be out shortly. I'd at least wait till then and see what the new shares outstanding are (how much more dilution has occurred since 10-K), what the cash balance is (how low, or did it increase at all, etc), how much/many convertible share "toxic" type financing deals have been done (if any) since the end of 2013 10-K was issued, etc.
10-Q is not far off, why wouldn't one wait and see what it says? See if MIRROR gets any update, or the same "barely mention" as the last 10-K.
This IMO, doesn't appear to be a "bottom" at all. Dilution, and lots of it, on-going, will only push this lower over the long term, IMO
"When did this start trading on AMEX "? NEVER? It was delisted from the NASDAQ on Feb. 27th, 2009. Only about one year, after it had one of the worst IPO's in recent, NASDAQ public market history.
http://globenewswire.com/news-release/2009/02/26/393349/160467/en/Bioheart-Inc-Receives-Notice-of-Delisting-From-The-NASDAQ-Capital-Market.html
It's been trading on the OTCBB ever since. It's share price has for the most part- steadily declined ever since the original IPO, never trading above its IPO price, and has been, essentially in a straight down trend (a few pumps n bumps here and there) but for the most part- a straight down "ski slope" from the IPO price of about $5 a share, to, today's price of sub 3 pennies.
It's never traded on the AMEX that I'm aware of. Show proof or a link please?
"Bioheart, Inc. to Present"?? Uh, it already happened. Stock tanked about 20% in a blink after big "news"?
See the date on the link posted- it says APRIL 22nd. It's now MAY just in case a calendar is not handy.
Probably should catch up to the present, IMO. That "news" and "event" already took place, as in past tense, and went over like a wet dish towel, IMO, and that of the market apparently.
Sometimes people go on vacation and stuff, but that "event" already happened in case one missed it or slept through it or anything.
Thanks. Just keeping everyone up to date- MAY 2nd.