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DRCAL, The figures are directly from the filing.
The chart on page 15 has the following entries;
Dutchess Private Equity Fund II 300,000,000 Shares
LaJolla Cove Investors, Inc. 424,822,484 Shares
Since you doubt these values, perhaps you have a better source...or perhaps you are just blathering.
Which is it?
When can I expect Interpol to call?....or is that blather as well?
bag8ger, Keep on sawing away at that tired old violin. The screeching whine is starting to sound like a tune.
I am mystified at your ability to object to speculation in the posts of others, yet are quite willing to expound your own speculations based on your determination of the godlike endowments of the ubermensch Frudakis.
You have no insight into the DETAILS of his Godhood, yet you find no difficulty in speculating as to his role as one of the benefactors of humanity.
Your ability to find sparkling gems in every pile of dung along the way must make decorating the Christmas Tree at your house an interesting event.
regards,
frog
gunnabe,
It seems from the documents that DNAP plans to continue the LaJolla deal for their operating funds.
I find it interesting that they have set aside 400 Million shares for LaJolla but only 300 Million for Dutchess.
Ther has been much speculation as to the termination of the LaJolla deal in the face of the 'seemingly' better rate from Dutchess, but not knowing the details of the treansaction it is difficult to speculate.
LaJolla gets a 20% discount and is required to dump them. If Dutchess is willing to provide funds for only a 4% discount and all the rest being equal, it would seem like an obvious decision to switch to Dutchess. The fact that it did not occur and in light of the entries in the filings by DNAP that suggest that the LaJolla deal will continue, indicate that there are other factors in play that prevent such a choice.
regards,
frog
DRCAL, According to the latest info from the company, (I'm surprised that you haven't seen it, what with your intesive DD efforts) There are still FOUR HUNDRED MILLION shares set aside for LaJolla. it's doubtful that they will be running out any time soon.
As to people making a lot of money off this stock...read the first paragraph of this message. lol
regards,
frog
OT: Bag8ger, Well if that is the extent of your understanding, there is, sadly, little to gain in continuing this.
best regards,
frog
bag, lol
Don't worry on my account bag, I have every expectation that the world will be there when I open the door.
You're right about the faith stuff though.
regards,
frog
Surely not the only thing....Don't forget the space aliens!
Ice, you are correct in your observation that the level of scrutiny of posts has dropped off significantly in the last few weeks. Although I might suggest that the playing field is more level now than it has been in some time. On the other hand there are a number of posts recently that could legitimately be removed, based on the TOS, that have not been.
I believe the change began when the S2 was published and the moderator at the time violated his own charter by removing legitimate posts in an attempt to discourage certain lines of inquiry. During the discussions that took place between the moderators and the posters and the board administrator, it became evident to the administrator that the moderators may have abused their position in the past and been a little over zealous in their tactics. When he restricted that behavior the moderator in question decided he could not accept the limitations and left the board. The remaining monitors have since then, been very careful in their administration and have perhaps erred on the side of caution when they might otherwise have removed a questionable message.
It remains to be seen what the overall effect will be.
regards,
frog
Thanks bag, That's what I figured.
bag,
Keep a good thought! lol
Actually I agree with a lot of your prophetic post.
I also think that Tony F is the kind of egotist that would name his shrimp boat the Queen Mary III. It is also possible that he will hire you as a deckhand. Although I think it is more likely that you will be saved from having to make such a humanitarian gesture by the fact that while you may be waving, it won't be from the deck but from the beach were you stand with the rest of the marooned.
Here's a question for you. When all is said and done and the final denouement has transpired, if I am wrong I will happily apologize to the board......if on the other hand I am not....will you?
regards,
frog
Oooooh Bag, I love it when we wax metaphorical!
The unintentional humor that results from the twisted metaphors is priceless.
The fogbank is an apt choice for your understanding of what is going on. It is a very convenient image for you, as it allows you to fill it with all the lost cities of gold that your imagination creates.
Any attempts to interpret the GPS readings and the radar images that are available for all to see, are met with hostility and disdain. Unlike you, I have looked into the fogbank with all of the available instruments and charts that exist. (For your future reference - microscopes don't work very well on fogbanks. lol)
To continue the metaphor, when the fog eventually clears, I will be very surprised if we don't see Tony out on the pond sitting in his canoe frantically blowing the foghorn that he borrowed from the Queen Mary. lol
regards,
frog
bag8ger,
No fair bringing Ed into the argument. lol
When you buy a company such as an established small business, the assets are listed and a value established for each. Inventory, facilities, pending orders, accounts payable etc. All of these things are considered in the value of the company as well as what is called the 'blue sky' value. This is the subjective value assigned to the intangibles that go along with such a busines;, established customer base, reputation, standing in the community etc.
While the blue sky value is very important, it seldom amounts to a major fraction of the price, since the buyer could just as easily purchase all of the other accoutraments of the business and start his own from scratch. He might be willing to pay a certain premium for an established business but it will not be a large one.
DNAP on the other hand is NOTHING BUT blue sky. It owns zero assets. No facilities, no significant equipment and has no marketable IP. The forensic business at this time is still unprofitable and as yet has shown no legs.
$11 Million is a value only barely supported by the faithful investors, based on a promise and a prayer. Time will tell if it will prevail.
As to my wishes.....I wish it would live up to it's potential. Four years ago it was poised at the brnk of a new, exciting and wide open field of discovery. Today it has yet to complete a single one of it's promised contributions to personalized medicine.
regards,
frog
gunnabe,
How can you have an increase in pps without an increase in value...that's a little weak.
As to your words...price must increase ...OR more shares ...OR ...both.
My contention ...option two is nonsense.
The ONLY way to have an increase in shares WITHOUT a change in pps, is to have a corresponding and equal offsetting increase in value. Try to keep up.
As to shying away...the nonsensical option two, which you seem mysteriously obligated to defend, is the only option that does not provide an increase in value. Defending it, shies away from the two more palatable and logical options.
$11 Million is probably excessive for DNAP at this time, although it will increase on emotion fairly soon.
I have already commented on the interesting aspects of the 4% discount, as it is tangential to this discussion I will not repeat myself here. If you wish to research my previous comments and respond in another thread...feel free.
regards,
frog
ps. This dead horse is not going anywhere no matter how hard you beat it.
Congratulations ann441j,
I hope you enjoy yourself over there.
When you get there would you mind finding something out for us?
Our good friend SlopsterSlasher is currently posting over there under the guise of wishbone115, and is claiming to be a woman named Mary. Could you find out if he is just cross dressing or if he has actually had the operation? lol
Happy Holidays,
frog
gunnabe,
The horse, long dead, has now been sufficiently pulverized.
The original point made by bigdrive so long ago;
For the deal to proceed, the value of the company MUST increase, more shares without such an increase is not an option.
Your present capitulation, on the surface, would seem to have been inevitable. Your suggestion that this has been your position all along seems a little disingeneous, as it begs the question. Why have you been arguing?
But I will let that horse rest in peace.
I agree that the 4% discount is incredibly significant, as I have previously stated. Although I doubt that it means what you think it means.
I also had a great day.
regards,
frog
gunnabe, With all due respect, I am only presenting the defenition of 'market cap'.
Market cap is the number of shares times the pps.
The cap and the pps are inextricably linked to each other and neither can change without a corresponding change in the other.
While the value of the company can rise and fall as the market perception changes over time due to revenues or other factors, that value will always be reflected in both the pps and the cap at the same time.
To suggest that an increase in shares could occur without a decrease in pps but at exactly the same time as an offsetting increase in value that would maintain the existing pps strains credibility to the limit.
The market cap is NOT static over time and never will be. [Let's hope, lol]. The declining value of the cap over the last few months is indicative of such. It is falling much faster than it should be, based on just the dilutive effects of the LaJolla deal. There are clearly other factors that are influencing the company's value. However, at any given instant in time, an increase in shares will result in a proportional decrease in pps. The ONLY way to offset that decrease is for there to be a corresponding INCREASE in the value of the company.
I don't know why you shy away from the concept that the value of the company HAS to increase in order to complete the deal. Furthermore that increase in value MUST end up reflected in the pps. There is no other way.
regards,
frog
Happy Holidays
gunnabe, He didn't say the market cap was static. That is a misrepresentation of the argument. His exact words are "There has to be an increase in pps for this deal to work." [note: Increase in pps = increase in capitalization]
You said there were a couple of options; Higher pps OR more shares. (You also suggested a combination of both)
He argued, correctly, that more shares WITHOUT a corresponding increase in pps was NOT an option. As the dilutive effect of the additional shares would counteract any value they would offer.
Your last post, not only mischaracterized his argument, but supported his assertion completely, when you suggest that more shares are in fact an option as long as the PPS INCREASES.
You are arguing in a circle.
regards,
frog
ps. As usual, whenever logic is abandoned for the sake of argument, one voice comes out of the woodwork to offer support...Hi Mike.
bigdrive, Speculation is rampant on the naphead board, but we have not heard anything concrete that I am aware of.
Even the quote from the shareholders meeting was not from a credible source.
Just another mystery.
DRCAL, Probably just the usual run up to the 10Q. Happens every time.
Management perfection is your strawman, not mine. I'll settle for a little straghtforward honesty once in a while.
Those darn bashers...go get 'em Sherlock. We are all watching and waiting with bated breath.
Hey, no fair drawing attention to my illiteracy. I'll have to work on that.
regards,
frog
espousethis
DRCAL, There is very little chatter because despite the glowing reports about the company moving into the main stream, investor interest is declining noticeably.
Someone recently posted a comparison between the share volume today vs the volume from a year ago. They tried to portray the increase in volume between the two periods as increased interest. Unfortunately they failed to take into account the comparitive share price from the two periods. Since the share price is now less than 20% of the comparable price of a year ago, we would need the volume to be five times what it was back then just to stay even on a dollar for dollar basis. Instead we are trading less than half of the dollar amount that we traded a year ago.
The declining interest is a much more likely reason for the decline in participation than anyone taking your silly threats seriously.
regards,
frog
Bring your lunch! lol
bag8ger, lol
One never knows......one never knows!
Welcome back. The quality of the board has declined noticeably in the past few weeks. Your contributions are bound to raise the levels considerably.
Ever since the departure of the board monitors, many of the locals have reverted to their acrimonious and crude personal responses. While your own responses may not differ in doctrine, they will most certainly differ in both tact and graciousness. [As your previous post so aptly demonstrates.]
regards,
frog
Hey bag, Welcome back. How've you been?
Hope everything is alright. You've been missed.
regards,
frog
DRCAL, LOL, OK, thanks for the confirmation. You have no idea what you are talking about. That's about what I figured.
>>The idea apperently was canned or was first floated to a limited number of investors.
The 'idea' was published in the company newsletter. is that your concept of a 'limited number of investors'.
I also have serious doubts about your claim of being involved for over two years. Anyone who has been involved, even marginally for that period would have a lot better understanding of not just the history of the company but the ramifications of the LaJolla deal.
I suspect you are just a blowhard and a phony. No offense.
regards,
frog
DRCAL,
You seem bent on finding an angle. You started out looking for a short seller to sue, and when that fell through you turned your attention to the company.
I'm not sure I understand your motives as you appear to be a serial litigant looking for his next opponent, and you don't seem too particular who's side you choose.
Just for the fun of it, why don't you peruse this document and see if there are any angles in it that you might exploit.
http://www.chalberweid.ch/dnap/DNAP%20Newsletter%200103.pdf
The warrants plan bait and switch might suit your purposes.
DRCAL, I guess we are more interested in your investigation and potential lawsuits in regards to DNAP.
Have you looked into the events leading up to the share authorization?
DRCAL,
>>I am serious and for real. Just watch.
You may be serious, but the jury is still out on the rest of it.
How will we be able to 'watch' and what can we expect to see?
regards,
frog
ontheedgeofmyseat
DRCAL, Two points;
1.>.. then we can run a check to see if LJ is really selling.
They are required by the contract to sell. They are not PERMITTED to hold more than 4.99% of the OS. If they are NOT selling they are in breach of contract.
2.>..Even with the large number of shares, it should be a .10 stock. Its scientists and researchers are real. The DNA tests are real. The management is okay. Its science is cutting edge.
When these factors are present and the stock still goes down on good news, that is sufficient proof of manipulation.
Even IF the factors are valid [and they are questionable at best], they are in no way PROOF of manipulation. Manipulation may be one explanation for the effect, but unless there are no other factors, even remotely capable of duplicating the effect, then it cannot be PROOF.
Given the questionable nature of the factors themselves, I suggest you are letting your emotions push you around a little.
regards,
frog
Well, trot it out.
What do you want to talk about?
Nope, intelligent discussion is welcome and encouraged.
What have you got?
DRCAL,
>...but I am being truthful.
Get in line, pal.
DRCAL,
> I certainly wish that I controlled this site ...
I believe that there is a current opening for the position of board monitor, since the abrupt departure of the last sheriff. Perhaps you would like to apply?
I do applaud your efforts to put the criminal elements behind bars, have you had any luck with those elements that fleece investors from behind the guise of management?
BTW. I also think what you said was rubbish, and I am not a paid basher.
gunnabe, Calm down.
I apologize for going too fast for you.
You asked if the 4% discount being taken by Dutchess was a positive indicator when compared to the 20% discount given to LaJolla.
I replied by suggesting that the two companies were playing different roles (one a simple low risk share exchanger providing funds to DNAP, the other a player in the actual ownership of the company) and therefore the comparison was invalid. I also offered a viewpoint that suggested that the indicator was negative.
Your rejoinder ignored the differences that I had pointed out and further suggested that my response could be spun as evidence for your premise.
I then attempted to show how Dutchess's involvement was much more easily characterized as ownership as opposed to low risk financing effort being performed by LaJolla. I compared the behavior of DNAP in its acquisition of Biofrontera to the similar effort undertaken by Dutchess. I was staying entirely ON topic and the discussion was a direct result of the previous posts in the thread.
Forgive me for assuming that you were capable of keeping up. I won't make the same mistake again.
regards,
frog
ifida, The 'existing shareholders' now includes Dutchess!
In a BIIIIIG way.
chig,
As usual you miss the point.
I am not critical of the transaction. I am quite interested in it. It appears to be exactly what Tony told us would happen all those months ago when he was lobbying for the share authorization. I am surprised that so many of the faithful, especially those who seem to hang on every word that he says, have so conveniently forgotten his remarks.
He said that the share authorization was necessary in order to facilitate DNAP's 'takeover by a friendly'. [His exact words.]
Now it seems to be happening. What a surprise.
Chig, Your well thought out and well mannered responses are always a delight to me.
Perhaps you have some insight into the following question.
If there are no ramifications of DNAP ownership at stake in this transaction, why does it include the addition to DNAP's board of directors?
Who has the right to force a change to that structure?
The board of directors is elected by voting shares. It takes major ownership to appoint a member. What party in this transaction has any influence over DNAP as a result of share ownership? Biofrontera?...They have zero ownership of DNAP, and yet they are apparently providing a board member.
Is there any one else who has a major stake in DNAP as a result of this deal.....A stake big enough to get a board member? What about Dutchess....who will own a minimum of 30% of DNAP at the outset of this deal? Hmmmmm.
gunnabe,
You can spin my post anyway you want to. It is the nature of the DNAP-centric viewpoint that dominates this forum. I would expect nothing less from you.
However, can you please differentiate for me the differences in the following two scenarios that allow you to see them from such diametrically opposed viewpoints.
1 - DNAP purchases 51.7% of the 'currently issued' stock of Biofrontera and it is accepted by the faithful as an obvious exchange that transfers ownership and control of Biofrontera to DNAP.
on the other hand.
2- Dutchess offers 35 Million dollars to DNAP in exchange for stock, the first 10% of this money will be in exchange for a full 30% of the 'currently issued' shares of DNAP (who knows how many shares will be required for the rest.) This transaction, although incredibly similar to the first, is viewed by the faithful as having no ownership or influence aspects at all.
Tell me how do you reconcile these divergent premises?
regards,
frog
gunnabe,
Allow me to interject a viewpoint into the discussion legitimately (not just vicariously as an accused multi-alias. lol)
>>"is the Dutchess commitment at a 4% discount MORE of a POSITIVE or a NEGATIVE indicator of what they see for DNAP's future?"
The premise here, being the discount is fairly small as compared to the 'normal' discount afforded to venture capitalists, and so there must be some other incentive drawing Durchess into the deal.
That is a fair assessment, but only if we base it on the assumption that Dutchess is inhabiting the role of a venture capitalist in support of DNAP management's master plan. If Dutchess is playing another role then the 'positive' premise becomes a question mark..
For example if Dutchess, instead of being a source of financing in support of DNAP's master plan, is in fact representing themselves in a major acquisition, then the indicator is not nearly so positive.
Under normal circumstances when an entity moves to obtain a significant share in a company they are forced to pay some premium to the open market share price. In this case Dutchess is getting a MINIMUM of 30% of DNAP, (which qualifies as a 'significant' share)yet they are not only avoiding a premium but they are getting a DISCOUNT.
If an entity such as Dutchess is being allowed to become a major part of the ownership structure of DNAP without paying a premium AND without being required to obtain their shares on the open market AND being granted a discount, then I suggest that it is a 'negative' indicator.
best regards,
frog
cosmic, You cut me to the quick. lol
If you are going to make up (paraphrase) things I never said, in order to advance your strawman arguments, at least try to focus them on a subject that I have, at least, mentioned.
BAnkruptcy is NOT an option for DNAP. Not while their revenue stream is intact and continues to be so viable. (ie. hopeful investors).
I might also take issue with your characterization of my posting techniques as resembling a bar fight. lol
I have had to tread very carefully on this board in order to even be allowed to post. There have been numerous attempts to curtail my participation. I have posted every message with the utmost decorum and manners, so I am afraid your characterization is based on your emotional perception and not on the facts.
I will agree that the frenzied and angry responses to some of my messages resembled the flailing of semi-literate barroom drunks, but those are the responses, not the messages themselves. Perhaps you should chide the respondees for their actions and not pick on the messenger.
best regards,
frog
1USGrant, Farewell, the board will miss your poigniant and well thought out analysis of the topics du jour. lol
Thanks for the implied compliment, although I submit that it was not my questions that drove DNAP's '(w)ing(m)an' off the board. He has never shied away from trying to defend the company against any issue I ever brought up. He seems to have left in order to avoid other topics that popped up recently.
If I had any part in the imagined demise of the board [your characterization, not mine] it was in posing questions that made people uncomfortable, to which there were no 'good' answers.
And if your characterization turns out to be correct and the board has in fact died, then an obviously noble experiment has failed. It will turn out to be critical reasoning and polite questions that did it in, as opposed to all of those personal attacking 'bashers' that the TOS rules kept off the board. Who'd a thunk it?
regards,
frog