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No hurry. Thx
Steve....can you post this sticky once you and Odd edit it,so we can keep track please. Thx to you both.
I agree with your argument Coolair. Unfortunately or fortunately I think you are right.
Let's have the new vote and get moving on this people.
Quick thanks to those that spared the time and expense to attend the meeting and share their impressions with the rest of us. It's appreciated.
Thanks Walt, for your take on the meeting.
PROPOSAL THREE
APPROVAL OF AMENDMENT TO ARTICLES OF INCORPORATION TO
INCREASE AUTHORIZED SHARES OF COMMON STOCK AND PREFERRED STOCK
The Board of Directors has approved, and recommends that stockholders approve, an amendment to our Articles of Incorporation to increase the number of shares of common stock that our Company is authorized to issue from 100,000,000 to 200,000,000, and to increase the number of shares of preferred stock that our Company is authorized to issue from 1,000,000 to 2,500,000. As of the Record Date, a total of 57,412,440 shares of common stock were issued and outstanding, and a total of 8,000,000 shares of common stock were reserved for issuance pursuant to our Company’s 2007 Employee Stock Plan (10,000,000 shares of common stock if stockholders vote for approval of Proposal Two, above), leaving 34,587,560 unissued and unreserved shares of common stock authorized under our Articles of Incorporation (32,587,560 shares of common stock if stockholders vote for approval of Proposal Two, above). No shares of preferred stock are issued and outstanding or reserved for issuance.
If approved, the increased number of authorized shares of common stock and preferred stock will provide the Company with the ability to issue shares in connection with acquisitions, stock splits or dividends, the sale of common stock or preferred stock to raise additional capital, stock option and other equity compensation arrangements and other general corporate purposes. The shares could be issued from time to time for such purposes as the Board of Directors may approve and, unless required by applicable law, no further vote of our stockholders will be required. The Company has no current plans, proposals or arrangements for the issuance of any of the additional shares to be authorized by the amendment described in this Proposal 3.
The issuance of any additional shares of common stock or preferred stock may have the effect of diluting the percentage of stock ownership, book value and voting rights of present stockholders (unless present stockholders purchase additional shares in connection with such issuance necessary to maintain their pro rata interest). The amendment may also have the effect of discouraging attempts to acquire control of our Company, as additional shares of common stock or preferred stock could be issued to make such an attempt more difficult by diluting the stock ownership and voting power of, or increasing the cost to, a party seeking to obtain control. This amendment is not being proposed in response to any known effort or threat to acquire control of our Company and is not part of a plan by management to adopt measures having an anti-takeover effect.
If approved, the additional shares of common stock and preferred stock will have the same characteristics as the currently authorized shares of common stock and preferred stock of the Company. Holders of common stock do not have preemptive rights to subscribe to additional securities that may be issued by the Company. The text of the Certificate of Amendment is set forth in Appendix B to this Proxy Statement.
Recommendation of the Board of Directors
The Board of Directors recommends that the stockholders vote “ FOR ” approval of the amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of common stock and preferred stock.
hi micro, the only explanation I saw was vague. I believe it was in the proxy or a form filed prior to the meeting.
mmm gravy. Too bad I'm on a diet right now.
I have no idea what you're saying here X
I have no idea what you're saying here X
My feeling is that if item 3 was important to the co., why wasn't everything possible done to have it succeed? It feels like we are now delayed and must set up another vote. Maybe the timeframe is insignificant, but seems like a waste of time to do it again. If item 3 is needed, then make sure you get it this time.
Not sure what the passing of the third bullet point would be doing for us now or in the near future, but I'd imagine if they thought it was important enough to include in the vote they would have done a better job of communicating that importance to the people doing the voting.
We haven't heard from all that attended the meeting yet but many feel a bit deflated due to the vote...hang in there and don't overlook the many positives.
Are we agreed that Mngt's goal is to pass Item #3? What is the most likely avenue they will take? Special vote? Can anyone guess on a time frame and notification method?
I'm interested in hearing about Walter's take on the meeting and pre/post meeting atmosphere, when he returns home.
Hahaha....Buz that's the funniest comment I've ever read here. I second that!
I have to go back and look but I thought if you didn't vote one way or the other, your shares were voted according to the board's recommendation. Is that true?
What is accomplished by voting no to the share increase? The status quo? I for one, don't believe mngt is trying to gain free reign at shareholder expense.
Certainly possible some investors with large holdings may have had something to do with the vote, although X's contention that he voted a week early and his votes weren't counted so he voting them at the meeting indicates an issue.
thanks for the link but I'm getting an error when I try to access it any idea?
Please provide ASM audio link, if anyone here comes across it.
Six, I believe the gentleman that asked the question about who the competition was, was an analyst. I think he introduced himself that way.
I want to listen again to the audio without being interrupted to make sure.
Odd, I was interrupted a few times while listening to it but one tidbit I gleaned. A question was asked about who LWLG's main competition is...TZ, I believe answered "no one". Another member of mngt said that LWLG has no competitors except for the ones that will be disrupted by this tech.
Please, anyone feel free to edit this for clarity as, like I said, I was interrupted while listening and may not have it exactly right.
T minus 24 hrs. and counting EST...Looking forward to answers and outlook.
A gentleman from Germany, politely introduced himself to the board. I acknowledged him and welcome his comments.
Can't imagine why you'd have a problem with that.
You might want to attend the ASM and ask your own questions.
Yeah Spooks, what he said! Get em' proto.
A job well done by Germany, Michael. Congrats!
Go LWLG!
I believe the voting result will be yes for all, but suggest everyone vote the way they want.
My broker emailed me the proxy link and I was able to vote online as I can't attend the ASM.
KC, right on with your post 12736. I just went back to it.
I seem to remember reading it but forgot the content. It must have rubbed off on me subliminally. What do they say about great minds??
Anyway, agreed on the 2 year timeline...seems to be about the time the ship was righted and it is the time frame we should concern ourselves with.
Just watched the rocket slide presentation you mentioned.
If I was an investor then, and saw that, and bought the stock, and it didn't take off, I'm not sure what I would have done.
If they jumped the gun on the manner of that presentation and that slide in particular...basically made a mistake, and instant profits didn't materialize, should present day mngt be held accountable?
Either it's all a joke or they are still trying. PS is no longer here, correct? Where did he go? What were the circumstances of his departure/retirement? I know what the press release says but what was the truth?
Is it possible that he jumped the gun...many bought...many were left holding the bag...many were PO'd.
You and I can't change any of that. Many of you here have sharp minds and experience with this tech and company. Can we concentrate on the TZ era, post PS, and use that as the beginning of our timeline? Two and a half years ago until today. Where were we then and where are we now?
Baby steps back then, giant leaps, hopefully right now.
Gates, understand though that I didn't see that. I didn't buy LWLG because of that. Face value of what I'm reading and seeing is positive given my time frame involved.
Understood...If I had seen that I think I would have had much to say to them.
Gates,
In the early days of the space race and V2's for that matter, how many rockets blew up on the launch pad or were aborted shortly after liftoff, before they got one to perform? The greatest Soviet, German and German American scientists and engineers were failing, one after another,time after time and they had a huge amount of resources and military budgets backing them.
Hell, private companies are doing it now, because history did the trial and error.
That may be a poor analogy and I'm not sure who led everyone to believe they were ready for blast off, but they have to be closer now than they were then.
I've never brought a technology along from birth to fruition, but I believe solid engineering/physics/chemistry principles apply along with a heavy dose of trial and error.
Hopefully, they've learned quite a few lessons from early work and that can only make progress exponentially quicker. Hopefully.
Bill Murray, from Groundhog Day, comes to mind. If 3 years from now, I'm not on at my beach house and still here on IHUB, I will 100% know where you're coming from. I certainly see the past promises and indications that this was about to take off, that have frustrated so many here.
I'm coming at you as relative newcomer in the timeline. (2 years)
I bring that perspective. Not trying to change anyone's opinion or alleviate any sourness. Just trying to comment on what I read and offer my opinion. I'm certainly not playing with Monopoly money either.
I see three scenarios.
1. They have been riding investors, raising funds, giving out tidbits to keep everyone hooked, saying "Just wait until next Quarter"....just to collect paychecks.
2. They have great intentions, but lack the material or expertise.
3. They are acting as a professional group, taking the proper steps to bring a difficult product to market.
One and two we lose.
Three is big.
I'm going with the assumption that they are acting in good faith so that rules out 1.
The quiet confidence I read in the releases makes me believe it's number 3.
I haven't, but then again I haven't read as much modernist poetry as I probably should have.
Oh,Charles Olson, LWLG, marketing vp, circa 2011. Now maybe that was putting the cart before the horse...
I understand you skepticism but we need to ask if the tech is in a more advanced state than it was then?
I haven't
Haha...I like that last line. I certainly agree with you. My thought is that a new emphasis seems to be on infrastructure as well as the goo. As if getting the goo to work is a foregone conclusion and now the prep is for commercializing it.
If all they really mentioned was the goo, I would be concerned. Highlighting additional prep and expenses for personnel, equipment, marketing, etc. makes me believe they are moving towards revenue.
We all want the goo to work and for them to sell it. I don't think they would put the cart before the horse and look at selling it until they believe it is viable.
I don't have the answer for your question F2...but I found the 10q to be a positive indicator.
Many of the statements made in the 10q are confident and the type of statements a company moving towards commercialization would make. I'm not an accountant, nor a chemist but the increase or reduction in certain expenses seem to lead in that same direction. The house has been put in order and they seem to be exactly where they need to be to take the next step.
We are devoting significant resources...
We expect to continue to develop products...
As we move from a development stage company to a product supplier...
the financial condition and results of operations reflected in our historical financial statements are not expected to be indicative of our future financial condition and results of operations...
As part of a two-pronged marketing strategy...
These expenses will increase as a result of accelerated development effort to support commercialization...
and significantly increase expenditures related to the future production and sales of our products...
Item 2 Overview that begins on page 14 is just what I wanted to hear.