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The attorneys haven't been paid anything yet. Also the investment bankers who brokered Bert to Alexion haven't been paid either. They are still all waiting. The trustee was fighting Discover to have Discover subordinate so that the attorneys would be paid first, but it is still unresolved. They did get about 6 million for Bert but half went to Israel - not sure if any of that came back yet or not. The attorneys and bankers are owed about 2.5 million dollars or so as I remember. AS soon as the case was converted to Chapter 7, the trustee was assigned and the attorneys were no longer involved. I think the assumption was that Bert would have sold for a lot more and Ceplene was originally selling to Teper for 10-15 million or so. But that never happened so there wasn't as much cash as I think everyone expected. But the attorneys along with possibly Discover- still not determined- are priority liens so will be paid first.
Immune doesn't have any lawyers or accountants. There are no employees or office. There were bankruptcy attorneys representing the debtor Immune and another team of attorneys representing the unsecured creditors during the initial chapter 11 bankruptcy. When the Court ordered the case to be converted to Chapter 7, the attorneys were dismissed and the Court assigned a trustee to take over. The attorneys are in fact owed about $2- 3 million in fees now along with the teams who were involved with selling Bert.
This company is truly a shell at this point.
When a stock is suspended then it does AUTOMATICALLY start trading again when the 10 days are up if its a Nasdaq or NYSE listed.
However if it is an OTC stock than it does NOT start trading again automatically. They would need to satisfy the SEC by making their filings current- which would be all of the 10Q's for the past 2-3 years. It just isn't feasible. It could be possible that they might be able to work something out with the SEC by not having to do every 10Q and something more abbreviated but I doubt it.
As I posted a couple weeks ago this is a shell company. Assets are sold and there is $10-20 million in debt. Most of the posters on here are not familiar with this company and the history and assets. They are bk in chapter 7. End of story. No assets left and a lot of debt. The shell is worth something and the Court would approve a sale of the shell but as others have pointed out, these guys maybe are just crooks who pumped the stock and sold out to make a few quick million dollars.
Bert was sold to Alexion. Ceplene was sold to Discover who in turn will likely sell it to Teper. There are no assets included with this deal.
This guy is only taking the shell - that's why he can pull it out of bk and not deal with the debt, lawsuits etc etc. Then he will merge it with a private company so the private company becomes public overnight without doing an ipo. Then he will sell a bunch of stock to raise money. He will do everything he can by issuing pr's etc to get the share price up as much as he can- everyone wins the higher the price goes.
That is our value not the assets. This is about the best scenario for us at this point. No way to know how much our shares are worth until we see what the other company is and what assets they have and in the long run what the share count will be once they do the financing. But the stock can go up on hype alone and a lot more than its true value in the short term.
It can be spelled Ahmad or Ahmed so that's not necessarily the reason I think its a different person. There nowhere on line where I can find any info about United General Ltd. other than they exist with an intial sec registration and and a one page website with zero information. Just because there is someone else with the same name or similar name doesn't mean it's the same person
How about these guys- there's like 50 of them on-line:
https://www.linkedin.com/in/adeel-ahmad-93b3b911/?originalSubdomain=uk
https://www.linkedin.com/in/adeel3786/
https://www.researchgate.net/profile/Adeel-Ahmad-9
Letterpenny just found some guy on Linked In and since he's in the pharms business assume he's the guy but Letterpenny is an idiot.
Where does it say he is also the CFO of United? Yes he has the same name, doesn't mean he's the same person. No mention of United General on his LinkedIN page either.
His last name is spelled differently: Adeel Ahmed is United General. Adeel Ahmad is Advanz. Very common name in UK- tons of Muslims there.
Advanz is based in London. United General is in Bradford. Their website is rinky dink- just one page. Only reason everyone on this board thinks its the same person is because Letterpenny says he is the same person lol. Of course he also thinks he is getting ipo in Cytovia lol.
We don't know who the other company is yet. Letterpenny who is crazy posted on another website that Adeel the CFO of Advanz is the same Adeel of United Capital- I haven't seen anything to say they are the same person. The name is very common in the UK and their last names are spelled differently.
Its probably a private company trying to go public. That's the value Immune has. A public company wouldn't have anything to gain by merging with Immune except Ceplene and they could just submit an offer to buy it to the court if they wanted it.
They are merging with another company- the share structure will change by definition- that is what a merger is. We will NOT own 100% of the new company. We will no longer own shares in IMNPQ. It will be a new company with a new ticker symbol. The shares will not be cancelled but exchanged for new shares as part of the merger. There are people who also own the other other company- they will also own a portion of this new company- the question is what assets does the other company have (what is their value) and what the equity split will be between the Immune shareholders and whoever owns the other company.
There is a lot of misinformation on this board. There is not going to be a reverse split since it is a merger. A private company that wants to become a public company is merging with IMNP to avid having to do an IPO- that is why these kind of reverse mergers are done. Immune sold Bert 2 years ago to Alexion- it is gone. I am guessing the Court will likely cancel the sale of Ceplene and other assets they approved to Discover a few months ago for only $175k and put it with this new deal.
The unknown is how the new company will be structured- Immune shareholders will get shares in the new company- the question is do they get 5% of the shares or 50% of the shares or 90%? Who knows- depends what the other company has as assets. That is what we don't know- our shares could be worth 1 cents or 20 cents- no way to know at this point. We will own a percentage of a new company that is all we know. We could onw a tiny percentage of a larger company or a larger percentage of a smaller company. The value we bring to the deal is likely Ceplene and most importantly a public listing already in place.
There is also a lot of debt still be sorted out- again we won't know until we see what the offer is. The upside long term is the suit against Discover will probably continue outside of BK and of course the new company could go up in value as time goes by.
If the other company we are merging with is large then our ownership could be very small in it. We will be given a certain number of shares for the shares we own in Immune- that is how it will work, but the question is what is our equity in the new company?
That's my point doesn't make sense. Immune doesn't exist anymore. Who created this website?
No idea what this website is:
https://www.immunepharma.com/
The original website had an address of immunepharmacueticals.com which is still down. A Canadian generic Viagra has been added to the site lol.
Looks like someone is launching a generic drug business, My Canadian Pharmacy, but has hijacked the Immune name and relaunched a new website- makes no sense. Will be interesting to see if you can place orders for the drugs at some point. Wouldn't be surprised if it's some crooks off shore.
That's my point - the buyer walked away 9 months ago. Read my post. When the case was later converted to chapter 7 then the case by definition became a liquidation. They just sold the remaining assets. There is nothing left. Not that hard to understand.
Do you not believe the assets have been sold? It is in the filings. Nothing left. If you cant accept that then you are delusional. The assets are gone. There is nothing left.
I cant believe Letterpenny still believes there will be a spin-off/ IPO. Incredible. I moved on a long time ago, but just came back to read some of the crazy posts I've been missing.
This ended when it was converted to Chapter 7. They just sold the remaining assets to Discover for $180K- it's over. Shareholders get nothing. Discover may end up selling Cepelene to Teper- who knows, but it doesn't matter. He will do an IPO at some point with Cytovia, but has nothing to do with Immune. Immune has 20 million in debt at least and about 6 million from sale of assets- that's all you you need to know. Nothing for shareholders. Attorneys wont even be paid all they are owed. There is nothing to IPO, merge or spin-off. No employees, no assets.
There was a potential buyer who wanted to issue shares in a new company as part of Chapter 11 plan- it was right in the filings- but they walked due to Covid a long time ago. Judge ran out of patience and converted to chapter 7. End of story. Discover were the culprits here plain and simple. They destroyed the company and screwed the shareholders, but its over now. If trustee wins a lawsuit against Discover for more than 20 million, then there would be something left otherwise nothing.
One day you will wake up and stock will no longer be trading and this message board will not be here.
Shareholders don't file a Proof of Claim in a bk. The fact that Letterpenny did shows how clueless and delusional he is.
A Proof of Claim is filed by creditors. Suppose you are a landscaper and haven't been paid for a year and are owed a $1,000 by Immune because you've been mowing their lawn. You file a Proof of Claim to get in line to receive your $1,000.
Shareholders are equity owners of the Company. They have no claim because they are the owners. Their shares represent their ownership and they will receive everything that is left over after all of the creditors are paid.
Secured creditors (Discover) are paid first, about $2.9 million, then the attorneys (close to $3 million now too), then the unsecured creditors ( about $11-$14 million range) in that order. So in order for the shareholders to receive anything from this BK, the trustee will have to sell the remaining assets, for more than $16 or $17 million minimum.
The only hope shareholders have is if the Trustee wins a big judgment against Discover in the lawsuit (unlikely) or if one of the offers he receives (he has one offer and expecting another) for the remaining assets was to include some shares in a new company for the creditors and shareholders of Immune. This is still possible but much less likely then it was in Chapter 11. Alot easier for someone to simply buy the assets for cash at a fire-sale price.
Actually you've been wrong about everything from the start. The fact that you can't see that and are unable to acknowledge it shows how truly delusional you really are.
Unless an offer comes in from Group A or another entity in the near future, the Chapter 7 Trustee will liquidate the assets and may simply give them all to Discover. If that happens, the unsecured creditors, the attorneys and the shareholders will get nothing. The only party here who will benefit will be Discover and the trustee who will receive their fees.
Everyone else loses.
Ceplene has been removed from Cytovia's website. It was already removed from the latest Cytovia corp presentation, now it's gone from website too.
Mike, I just sent you a pm.
It is just a waste of time to talk to Letterpenny. He is delusional. It's as simple as that. He is actually crazy. Not worth wasting your energy anymore.
There is always a chance there could still be a positive resolution to this. But not in chapter 7. Attorneys could appeal decision etc. But if we stay in chapter 7, it's over.
You know nothing about chapter 7. You have been wrong about everything. There is no plan submitted in chapter 7. Trustee controls everything. Court can convert back to chapter 11 if there is a valid reason to. But as long as we stay in chapter 7 we get nothing.
There is no plan in Chapter 7. It is a liquidation. New trustee may simply give all assets to Discover. Shareholders get nothing. Attorneys wont even get paid. New trustee can continue suit if he wants to, but may decide to drop the suit.
Discover is a secured creditor. They are paid first. All other creditors are unsecured. They are represented by the Committee for Unsecured creditors. They are paid after Discover.
That is why only Discover wanted to convert. The unsecured creditors did not want to convert because they will receive a lot less than they are owed now
Chapter 7 doesnt release debt lol.
All assets are sold for cash and used to pay off debts in order of priority. If anything is left it goes to shareholders. Nothing will be left. You understand? Wow.
Chapter 7 is liquidation. Creditors are paid in order. Unless they sell remaining assets for more than about $15 million cash, shareholders get nothing. There is no restructuring or merger possible now.
Case was converted to chapter 7. Outcome posted. We get nothing. That's the end of everything. I guess mike got his wish. Stock is worthless.
Over and out.
From Letterpenny:
"I say it’s going to Chapter 7. I say it’s going to trial. I say they will do a plan."
If they convert to Chapter 7, they can't do a plan- Letterpenny contradicts himself in the same post all the time, sometimes in the same sentence.
Here are a few of the things that Letterpenny has posted. Each post basically contradicts the other posts:
Teper is doing IPO in 2021- nothing will happen until then. (If you do an IPO then you don't have to do a reverse merger)
Teper is Group A and doing a reverse merger with Immune now (But he said he was doing an IPO next year)
Group A isn’t going to submit an offer. (Even thoughtGroup A was working on an agreement last week.)
Court will convert to Chapter 7 tomorrow (If it's converted then all of the above would be voided- no reverse merger in a Chapter 7)
Nothing will happen until late 2021 or 2022 (But he said its going to be converted to Chapter 7 tomorrow)
Nothing will happen until September because Ltd case was suspended. (Ltd is the Israeli subsidiary and no impact on the Inc BK.)
Discover already got their shares so they will get nothing. (Discover only converted $530 worth of their shares)
Immune will not go after Discover in suit (You don't drop a $25 million suit without receiving something in return)
Suit will go to trial (Most suits are settled before trial- if Discover looses, they owe $25 million)
Teper bought claim from Discover (Illegal- crazy conspiracy)
Discover is doing all of this as part of conspiracy with Teper to save Teper on his tax bill. (see above)
Judge is a crook (See above)
Attorneys are in on a conspiracy (see above)
There is no way the Court will convert this to Chapter 7 tomorrow. Even if Immune doesn't have anything in writing from Group A by tomorrow, if there is any chance that something might be in the works, the Court will give additional time. Plus every creditor DOESN'T want to convert to Chapter 7-except Discover. That's it- they are the only one, because they would be the only one who would benefit from it. Plus Discover is only owed $2 million and there is already enough cash in escrow to pay them in full. So end of story.
The reason Discover keeps pushing to convert is its the only thing they can do- they throw as much against the wall and hope something sticks- convert to Chapter 7, Lift stay of BK, object to Bert sale, object to Israeli escrow, object to Gary's replacement, object to paying trustee their fees on and on and on. They sent a 10 page letter to Judge last night- all bs- nothing substantive at all.
The filings are all about positioning themselves to negotiate the best settlement they can before it goes to trial. AS I've posted many times before, no way Kirkland lets this go to trial- he cant expose himself to a $25 million hit- no way. So they will settle this just like nearly all suits are settled. But there is no reason to until after the the hearing tomorrow and the Court gives a ruling so every body knows where they stand.
If the Court sets lien at $2 million, then Discover is in a bad position to negotiate. If the Court refuses to set a limit and lets it go to trial, then Discover is negotiating from a supposed lien of $14.85 million which gives them more leverage. Either way they will negotiate a settlement.
Group A I'm sure is doing everything they possibly can to get something put together before tomorrow. They met eh attorneys just a few weeks ago and made their offer at the meeting. They then hired an attorney and had him working on a written agreement a week ago last Thursday. You don't hire an attorney, hire a Financial Advisor, have your attorney do a written agreement and have 2 meetings with the debtor- all within the last month unless you wanted to go forward.
With any luck we will see another response filed today or tomorrow which will include a written offer or outline from the Group A people. They were working on putting something in writing over a week ago- hopefully their investors are still involved in spite of the virus. Even if they don't necessarily have all their funds lined up, they could still put together something. I'm sure they will do everything they can to get something to the Court before the hearing on Wednesday- they will not want to take any chance that the Court could convert to Chapter 7, no matter how remote that possibility is.
There was a new Memorandum submitted in the filings this morning with the correction- I saw it and read it, but it's not there now. I'm guessing they needed to make anther tweek and it will be filed again soon.
Mike,
Have you seen my pm's to you?
Motion was not withdrawn. It was amended and resubmitted.
I do expect the order to be approved by the Court, but again for Isreali sub Ltd only.
That is for Ltd Israeli subsidiary only. Not Inc, the US entity so wont effect us.
They had a second proceeding for the Ltd entity in the US which ran parallel to the primary one in Israel so it will end 30 days after the Ltd ends in Israel.
All hearings will happen telephonically per the Court house website posted this morning. Thank god. I thought that would probably be the case.
Mo Bauer wrote the filing. He's the attorney. When it says "I" it means Mo Bauer. When it says "I met" it means I, Mo Bauer met.
Mathew Schwartz didnt write it.
Mo Bauer who is the Attorney for Immune met Group A for the first time February 7th, 2020.
Mo Bauer met Teper for the first time a year ago therefore Group A is NOT Teper.
Understand now? Or do I have to draw a picture?
Really sucks. Hopefully they might be able to conduct the hearing via teleconference- it might be feasible. Hopefully there will be more details on the website tomorrow. I know they mentioned some of the different options last week for in person meetings. I think there are some companies that specialize in teleconf meetings for court procedures. They do depositions that way all the time.
The Group A people I'm sure will try to get a written offer/proposal in before Wednesday- they will not want to take any chance that the Court would convert to Chapter 7 no matter how remote that possibility is. Even if some of their investors might want to hold off closing, they could still provide a proposal with the terms that the Attorneys could submit.
Mike,
Correct the date is April 1st, Letterpenny is wrong as usual. Teper is not Group A or Group B. It is very clear in the motion. So Teper's financials are irrelevant. Group A was putting together a written offer last week- hopefully we will have it by the hearing next week. group C is interested in just Ceplene but only the underlying compound so likely not Teper either. Group D is just in NDA phase.
Group A was introduced to attorney by a Board member in Jan and first met attorney in Feb, so is NOT Teper. Stock and cash component in offer.
We already know that the motion was denied- we wouldn’t be having the hearing next week if it wasn’t Mo discussed the fact it was denied in his motion several days ago- that is why they have been fling all the motions the last few days- man are you clueless.
Immune was arguing that Discover’s lien should be limited to $250k based on language in the note that said in the event of a dissolution of the company, all liens would be limited to $250k. But the limit was referring to other liens, NOT Discover. When Discover was originally drafting the note with Immune they wanted the limit to be lower and Immune wanted it to be higher which supports their position.
Immune’s attorneys even acknowledged it in their motion that Discover may had intended that that is what they meant, but the language still says ALL liens and they argued that it should include Discovers lien. I originally said it wasn’t going to be approved and later said it was 50/50, based on the case law Mo argued in his final motion before the hearing in which he ref. the GM Bk where a similar scenario occurred.
The hearing is next Wednesday, April 1st. So now the Court will almost certainly set the lien at the $2million which is what was actually funded and what Discover is owed. Hopefully we’ll get the written offer before then, but if not Court will still not convert this to chapter 7
Additionally, Discover has no motivation to settle the suit until the Court sets the lien amount. Once they do, their leverage is gone. As soon as the lien is set, Discover will make an offer to settle the suit. This will NOT go to trial unless Court does not set lien, there is no offer to take over company and Discover are idiots, which they are not.