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Our time is coming Boo. I would be very surprised if they did not sign a deal shortly. Too much big-dollar forecasting and cheerleading here to get a bankruptcy filing 4k on 3/31 rather than a partnership 4k.
Anything can happen in business but if they thought there was a real chance of going under they wouldnt be so publicly optimistic to the point of misleading investors.
Pay day is coming for IPIX.
I wouldnt. I think there will be plenty of money from the B deal to develop the pill and run a phase 2a to unlock much more value before partnering.
All of that is true. I suspect they might be able to get $50M + 400 M + 5% royalties on Kevetrin as-is. Thats not out of line with other preclinical/phase 1 immuno-oncology deals.
It hasn't been 8-9 years. The phase 2a just concluded last year. It showed the results we were looking for in 2/2 patients and was ended early because an oral delivery would be much more valuable. Preclinical studies show great things for modulating p53 and shrinking tumors as a combo treatment. The small 2a showed that it does modulate p53 in humans. Funds have been tight since then. A Brilacidin deal is required to continue forward with it.
I'm certain there have been interested parties, just not at the terms Leo would like. Getting some Brilacidin deal dollars to run the oral phase 2a will greatly de-risk the drug so that pharma will pay up considerably more.
Oral with a small phase 2 will greatly increase interest.
I think it could get a $50 million + $100 million milestones + 5-10% royalty as-is. I don't think Leo wants to sell off 90% of the value for $100 million if a B deal is going to come through soon.
So many preclinical cancer targets are netting 10's to 100's of millions upfront. K is highly valuable as-is, Leo just has to be willing to sell it.
I think this is a contingency if he can't get a fair deal on Brilacidin.
K isn't a waste. K will bring in a sizeable partnership as-is if Leo wants to take the hit on future revenues. It will be a billion dollar partnership if we can do a small Phase 2 with oral Kevetrin.
I would be more optimistic about Prurisol if it wasn't scrubbed from the company website and presentations. I believe we won't be hearing anything more with regard to Prurisol. Even if that's not the case, Prurisol is no longer relevant to the survival of the company over the next year.
It's all down to how pharma values B and K.
There will be a deal on B or another financing bridge in place by that time.
Prurisol failed.
Kevetrin did not fail. They are developing an oral delivery for it when they get funds.
Nope didn't miss it. Just thought the Japan number was missing a '0'. 200,000 roughly fits the OM/population ratio of the US and EU.
If 20,000 is correct it means Japan is either experiencing considerably less HNC or just treating considerably less people. Assuming Japanese healthcare is somewhat on par with the EU/US I was thinking 200,000 was the intended number of the statement you quoted.
Nice find and a good comp.
I think they mean 200,000 in Japan (roughly matching the population ratios of the other two).
He didn't sell anything. You'll see a filing if he does.
Won't be. But it will be enough that you wont bring up the MFO again.
Deal coming. Soon.
10% interest pales compared to most market funds since 2010.
If this was a scam don't you think he would have exercised and sold any of his millions of shares and options? He has exercised very few and has sold none.
Wouldnt he draw salary instead of deferring multiple years?
Wouldnt he raise millions at $3+ to coast for decades? (If only he had...wed be in better shape)
Wouldnt he slow trial progression and save that money for his salary? Instead he plowed forth in advancing everything he could with every last available dollar.
No scam here. Simply no reasonable evidence.
Ridiculous. Thus far, Leo has made less money from IPIX than if he slapped his $2 million in a mutual fund and took a job as a senior accountant elsewhere. All the man has done is loan the company personal money, deferred salary, and advanced candidates into trials.
He believes in this company. Whether he succeeds or not is up for debate but don't accuse the man of any kind of fleecing or other unseemly activity.
There are lots of reasons to be excited about here but Prurisol is not one of them. IPIX has never been shy about doing extensive subgroup analysis to find to good spots in an ambiguous set of trial data (see Prurisol 2A and B-OM).
If there was any silver lining in the Prurisol 2B results they would have found it and highlighted it. Instead they quietly filed a statement that development was discontinued and completely scrubbed it from the website and presentations.
If IPIX says it is discontinued, you can be certain it is dead, dismembered and fed to the hogs. No rise from the ashes for this one.
Are you sure there are no US biotechs interested? Maybe the best deal happens to be coming from one of the European companies?
Bayer, GSK, Roche (p53 interest), Novartis, Sanofi, AstraZeneca, Novo Nordisk, Boehringer Ingelheim.
Lots of big names over there. Hundreds of billions in cash available in those collective coffers. Which one is going to step up and get a piece of IPIX?
That is a very unfair statement about a man who is attempting to bring life-saving drugs to the world.
Anything with "expects" in it cannot be called a lie.
Also, why do you think they even have the minutes at this time?
He could have demanded cash, in accordance with the note terms. This would have given him the funds to exercise 909,090 of the $0.11 options he was already entitled to rather than 666,666 shares at yesterdays closing price.
They could have subtracted $100K from the IPIX cash column, added it to Leo's bank account, and then subtracted it from Leo's bank account, and then added it back to IPIX cash column. Instead they just retired $100K in debt in order to skip a few lines in the accounting ledger.
I know it may not be what you are implying but a simple reader might interpret from your analysis that Leo bent/broke the terms of the debt note in his favor. I know, their mistake if they misread your meaning, but I think is still requires clarification for us jumpy conclusion-jumper-toers. In either case Leo gets the same number of class B shares for $0.11/share and the $100K is taxable income to IPIX. This was simply a preference on how to book the accounting rather than Leo working the terms for his benefit.
To Frrol's point, no this does not yield additional capital. Still, it is nice to see the CEO exchange preferred debt in favor of unsecured stock even if it is only $100K.
No one suggested that someone suggested that he shouldn't have made the filing. It was simply a closing statement that all is well with the filing regardless of whether or not the 10% box was checked.
Its still a bit fuzzy to me. I'm convinced that you may be right or wrong. Since neither of us really cares about the topic and are no longer enjoying the content, I too have nothing more to say about the matter.
Forgive me. I meant "if the definition is as you interpret it". Securities laws are notoriously vague and fuzzy. I'll return my focus to the Form 4 since that was today's filing.
From your Form 4 link https://www.sec.gov/files/form4data%2C0.pdf :
(i) Although for purposes of determining status as a ten percent holder, a person is deemed to beneficially own securities over which that person exercises voting or investment control see Rule 16a-1(a)(1)), for reporting transactions and holdings, a person is deemed to be the beneficial owner of securities if that person has the opportunity, directly or indirectly, to profit or share in any profit derived from a transaction in the securities(“pecuniary interest”).
See Rule 16a-1(a)(2).
See also Rule 16a-8 for the application of the beneficial ownership definition to trust holdings and transactions.
(ii) Both direct and indirect beneficial ownership of securities shall be reported. Securities beneficially owned
directly are those held in the reporting person’s name or in the name of a bank, broker or nominee for the account of the reporting person. In addition, securities held as joint tenants, tenants in common, tenants by the entirety, or as community property are to be reported as held directly. If a person has a pecuniary interest, by reason of any contract, understanding or relationship (including a family relationship or arrangement), in securities held in the name of another person, that person is an indirect beneficial owner of the securities.
See Rule 16a-1(a)(2)(ii) for certain indirect beneficial ownerships.
I don't think we can draw any conclusions regarding term sheet. The last update in the 10K, as you pointed out, was that monetary elements of the contract needed to be negotiated.
Many incremental improvements to the pipeline on offer in the term sheet have occurred that may be checkbox items or value-builders:
Additional Brilacidin patents acquired
High-dose Cisplatin confirmed to remain a primary treatment
Successful Brilicidin gastric fluid resilience testing
^ Allows for oral clinical trials to begin
Successful EoP2 Meeting
EU subsidiary established
An EU subsidiary would fall in line with a global partner. As the PR said today, the holiday season is over and discussions are back in full swing. I expect the team is shopping around for the best option forward. It may or may not include the counter party of the original term sheet. We just don't know. I think they're still in the game.
Ah ok. Good to know. If the definition is as you say then I can't scrape together enough shares for him to hit 10% of 174 million. Again though, I'm not nearly qualified to make the determination.
In this case he already had to file as an officer and as a director so the 10% would be a redundant requirement. In any other case, it's better to file thinking you're a 10% holder than to be one and not file.
Thank you for the mental exercise tonight.
It looks like he counts his wife, vested class A options, and "indirectly owned" in previous filings:
https://www.sec.gov/Archives/edgar/data/1355250/000135525011000019/def14c.htm
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Leo Ehrlich (5) C/O Cellceutix 18,247,284
1. "Beneficial Owner" means having or sharing, directly or indirectly (i) voting power, which includes the power to vote or to direct the voting, or (ii) investment power, which includes the power to dispose or to direct the disposition, of shares of the common stock of an issuer. The definition of beneficial ownership includes shares, underlying options or warrants to purchase common stock, or other securities convertible into common stock, that currently are exercisable or convertible or that will become exercisable or convertible within 60 days. Unless otherwise indicated, the beneficial owner has sole voting and investment power.
4. Leo Ehrlich, Chief Financial Officer and Director. Includes 8,745,002 shares of Cellceutix common stock held by Mr. Ehrlich and 6,000,000 vested options granted to him under the 2010 Equity Incentive Plan currently exercisable, and includes 3,502,282 shares of Cellceutix’s common stock held by the wife and child of Leo Ehrlich.
5. Includes 5,338,098 shares of Common Stock indirectly owned by certain of the Executive Officers and Directors as a group but excludes vested options to acquire approximately 12,000,000 additional shares of Common Stock by Executive Officers and Directors, as a group.
(i) Although for purposes of determining status as a ten percent holder, a person is deemed to beneficially own securities over which that person exercises voting or investment control see Rule 16a-1(a)(1)), for reporting transactions and holdings, a person is deemed to be the beneficial owner of securities if that person has the opportunity, directly or indirectly, to profit or share in any profit derived from a transaction in the securities(“pecuniary interest”).
See Rule 16a-1(a)(2).
See also Rule 16a-8 for the application of the beneficial ownership definition to trust holdings and transactions.
(ii) Both direct and indirect beneficial ownership of securities shall be reported. Securities beneficially owned
directly are those held in the reporting person’s name or in the name of a bank, broker or nominee for the account of the reporting person. In addition, securities held as joint tenants, tenants in common, tenants by the entirety, or as community property are to be reported as held directly. If a person has a pecuniary interest, by reason of any contract, understanding or relationship (including a family relationship or arrangement), in securities held in the name of another person, that person is an indirect beneficial owner of the securities.
See Rule 16a-1(a)(2)(ii) for certain indirect beneficial ownerships.
I think he's right around 17-18 million shares and we're sitting at about 175 million outstanding right? I wouldn't be surprised if he continues to exercise using the debt owed to him by the company to retain a 10% ownership.
I don't think so. I believe these options, as awarded in the compensation plan below, allow Leo to effectively buy stock any time he wants by exercising $0.11 options. Through the options he already owns rights to the stock. At the time of the issuance in 2010, $0.11 was a 10% premium to the stock.
https://www.sec.gov/Archives/edgar/data/1355250/000135525011000019/def14c.htm
This also, apparently, lets him use debt owed to him by the company to exercise these options. As promising as the EU subsidiary news is, I wouldn't use this excising as a sign that a deal is done.
Assuming your thoughts on restriction are correct, if a deal was done, he couldn't buy stock prior to releasing news of the deal.
But hopefully you're right.
Hmmm. That could be correct too. Maybe someone will wander along with a definite answer.
Going straight to Class A shares doesn't seem to make much sense to me though. I think some on this board said these shares were only there for voting rights and would only be exercised as needed even though it was clearly part of a compensation plan.
Interesting document for those who want to read it:
https://www.sec.gov/Archives/edgar/data/1355250/000135525011000019/def14c.htm
Based on those numbers plus Bertonlino and Harness I think all the insiders have retained voting control until now. There doesn't appear to be any reason to convert Class B shares into Class A shares unless you need to sell them. Aside from being able to actually trade them, Class A shares have no advantage and only 10% of the voting power.
Unless I'm reading it wrong I don't think this form indicates any Class B -> Class A conversion:
Row 1: Disposed (D) 909K Options that can convert into Class B Shares.
Row 2: Acquired (A) 909K Class B shares that can convert into Class A shares.
I think if he converted them we would see a third and forth row or another form with the following:
Row 3: Disposed (D) 909K Class B shares that can convert into Class A shares.
Row 4: Acquired (A) 909K Class A shares.
If you're certain you are right about this let me know. This is just my amateur attempt at deciphering the form. If what you say is correct, then the form is utterly perplexing to me.
I was a bit confused by that too. It indicates that he owns 5,090,910 more of those 0.11 warrants but I thought the number was significantly higher than that.
Maybe others expired or have a different expiration date?
It's possible it was simply for more potential upside profit. Why only do $100K of debt then? Why not $200K or $500K? 900K shares is not a large percentage increase of his holdings.
9 million votes on the other hand likely allows Ehrlich and Menon to retain undisputed control of the company at this critical juncture.
Its really just a way to maintain a voting majority. As dilution continues we can expect to see more incremental conversions of the LE debt note to Class B shares.
If we try to analyze the move financially, he did it because either IPIX is going much higher where shares are worth more than debt, or its going to zero and the debt wont be worth much. But really its just about voting control.
You have it right. A Class B share has 10 votes. Class B shares convert 1 to 1 to common when he wants to sell them.
Yeah...a bunch of nobodies in the EU...
Bayer, GSK, Roche (p53 interest), Novartis, Sanofi, AstraZeneca, Novo Nordisk, Boehringer Ingelheim.
This is great news. Whoever wants us wants to sell to US, EU, and beyond.
I would guess that a RS would either amend the price in the agreement or, more likely, void the agreement. Its not worth looking into imo as it is not a path forward for us.
Really any post about IPIX referring to Boca or Lambos can likely be safely ignored.
Can you cite the PR? If I recall it said they remained focused on nurturing relationships with potential partners.
I dont recall any PRs with anything similar to fraudulent claims of company officers organizing a company takeunder with fellow synagogue members for a specific price.
Where do you get this info from? The IPIX sales department?
So you're saying the CEO of IPIX is trying to raise funds from his fellow Synagogue members to take the company private at $0.15-0.18 a share?
Where did you get this information from? I don't think you have any supporting evidence for this. Don't make up rumors regarding tender offers for the company.
My comment was simply a reply to an equally universal statement about an investment. Take it up with the original poster.