Synaptogenix Inc (SNPX)

[SF Wolf]

Concerning the share structure of NTRP:

What is obvious is the extremely low float.

Based on the information below I think the float is in the neighborhood of only 4 to 5 million shares.

With a cursory review I come up with approximately 12.5 million to 13 million fully diluted authorized shares (includes warrants).

Outstanding shares are somewhere between 6.8 million and 8 million. (The OTC website shows 6.781 million but when I checked with the company last week I was told around 8 million). The difference probably has to due with the actual number of Series A, C warrants that may have already been exercised since the end of the year. Series E and F are not yet exercisable. I could not find the status of the Placement Agent Warrants

The follow account is from Page 45 of the S1 dated Dec. 16th 2016: (All figures are prior the 32 to 1 reverse split. The figures in parentheses are the total after the reverse that I have calculated).

http://archive.fast-edgar.com//20161219/AKAZG22DZZ22M2Z2229O22ZIDBINZB223682/#a_024

“As of December 7, 2016, we had 212,435,016 (6,638,594) shares of our common stock issued and outstanding held by approximately 425 stockholders of record. To date, we have not paid dividends on our common stock.

As of December 7, 2016, we also had the following securities outstanding:

• Series A Warrants to purchase 19,436,602 (607,393) shares of our common stock at an exercise price of $0.01 per share, with an expiration date five years from the date of issuance.

• Series C Warrants to purchase 19,436,602 (607,393) shares of our common stock at an exercise price of $0.01 per share, with an expiration date of five years from the date of issuance.

• Series E Warrants, which are contingent upon the exercise of the Series C Warrants, to purchase 26,234,940 (819,841) shares of our common stock at an exercise price of $1.00 (exercisable at $32.00) per share, with an expiration date that is five years from the date of the initial exercise of the Series C Warrants.

• Series F Warrants to purchase 122,517,500 (3,828,671) shares of our common stock at an exercise price of $0.40 (exercisable at $12.80), with an expiration date five years from the date of issuance.

• Placement agent warrants to purchase 3,618,802 (113,087) shares of our common stock at an exercise price of $0.01 per share.

• Placement agent warrants to purchase 12,251,750 (382,867) shares of our common stock which have an exercise price of $0.20 (exercisable at $6.40) share per share.”

There are 819,814 Series E warrants priced at $32.00 (post reverse split). These warrants appear not to have been registered so they are not exercisable. If and when exercised NTRP will receive $26.2 million.

There are a 3,828,671 Series F warrants priced at $12.80 (post reverse split). On Jan. 30th NTRP filed to register these warrants. (I am not sure of the effective date when they will be exercisable). If and when exercised NTRP will receive $49 million.

According to the company around 20% of the outstanding shares are held by insiders, also, funds and long term holders might have another 15 to 20% of the outstanding shares, (but their investment decisions could put those shares on the market at any time).

In my opinion, given the low float, it should be obvious that positive Phase 2b results will be highly accretive to the stock price.