Marker Therapeutics Inc (MRKR)

[Phantom Lord]

This is the breakdown for the warrants issued Jan. 12th and March 10th after the restructuring on May 28th. The series A, B, C, D & E warrants were issued to investors listed on the Schedule of Buyers, page 41, of this document. https://www.lawinsider.com/contracts/5xZtQgXG2TnOIf6XGEI9hZ/tapimmune-inc/1094038/2015-01-12 The series A-1, B-1, C-1, D-1 & E-1 were issued to Eastern Capital (Kenneth Dart) Here is a link to the restructuring agreement, http://biz.yahoo.com/e/150603/tpiv8-k.html

Series A & A-1 warrants, 12.32 mil are exercisable at $0.10 but cannot be exercised until Nov. 28th.

Series B & B-1 warrants, 24.64 mil, if not already exercised, expired on Aug. 20th. These were exercisable at $0.20.
Series C warrants, exercisable at $0.50, 14.64 Mil. Can’t find an expiration.

Series C-1 warrants, 10 mil. 5 mil were already exercised by Eastern Capital on June 17th.

Series D & D-1 warrants, 12.32 mil, are only exercisable if the Series B & B-1 warrants have been exercised. Exercisable at $0.75.

Series E & E-1 warrants, 12.32 mil, are only exercisable if the series C & C-1 warrants have been exercised. Exercisable at $1.25

According to the recent 424B3 filing, found here http://www.tapimmune.com/investors/financial-filings/ , there were 2,659,417 outstanding warrants at the beginning of this year and 86,730,975 more were issued. 29,639,995 warrants were exercised, at a weighted average price of $0.25, between the beginning of the year and Sept. 30th. We know that 5mil C-1’s were exercised, so we can subtract 5 mil from that number leaving 24,639,995 which is pretty much the exact number of B/B-1 warrants.
So from that filing I would have to assume that pretty much all of the B/B-1 warrants were exercised along with Eastern Capitals’ 5mil C-1’s.
As of the filing there were 59,546,497 warrants outstanding. Which happens to be the number of A/A-1, C, remaining C-1’S, D/D-1, & E/E-1 warrants. Plus the warrants that were already outstanding at the beginning of the year.
The 24.64 mil D/D-1 & E/E-1 are not even exercisable right now given their exercise prices and the fact that not all of the C/C-1 warrants have been exercised. At $0.75, if the B/B1 warrants were really exercised, the D/D-1 warrants become exercisable.
Currently there are 19.64 mil warrants that can be exercised and there have been for at least the end of September. On Nov. 28th the A/A-1’s become exercisable adding 12.32 mil totaling 31.96 mil warrants. These A/A-1 warrants will be a little more enticing to exercise given the $0.10 strike, but remember that 5 mil of these belong to Eastern Capital and are restricted from being sold right away even if Dart wanted to sell them which we all know he doesn’t.

Eastern Capital currently owns 20 mil shares of TPIV and 20 mil warrants between their series A-1, remaining C-1, D-1, & E-1 warrants as seen here, http://archive.fastedgar.com//20150929/AQZZE22C6222F2Z2222S22ZZ7V9FZ2KH6G72/ which equates to a beneficial ownership of 48.3%

Regardless of what happens come the 28th Dart wants to own his full 48.3%, and that would require the price being above $1.25 so when the series A/A-1 warrants are exercised, which I believe they all will be, we won’t be held down for long. With all the news we are expecting in December I wouldn't be worrying about any of the warrants.