Replies to post #12984 on Intl BioChemical Industries Inc fka IBCL

[NoMoDo]

That is a good question. I don't know enuf about securities regulations, but was told by a friend that you must have liquidity in your stock. I have no idea whether this is true and right now don't have the time to look it up. If that were the case, it would mean that we hit the magic 100 mil outstanding mark and need to bring that number down somehow to make things more liquid. If liquid is the correct term.

Another thought I had was that Hicks is owed more shares (much more) and there may be a contractual obligation to call for a vote on a R/S so that he has the potential of getting paid some more. Again this is nothing more than speculation.

I know that a while ago, tim has privately and publicly stated that a R/S would not be in the best interest of the shareholders at the present time (present time being at least 6 months ago). I don't see the situation changing for the better since he made those statements. Are we to conclude that the R/S vote is forced on him or did he have a change of heart? Either way, I take his earlier statements as true - it wont benefit us at all to R/S.

[GGraessle]

invest in kids - here is the gist of the reason for the R/S.
I bolded the section that cuts to the chase. In other words Hick's shares.

It is taken from the pre proxy 14-a.

 
 PURPOSE AND EFFECT OF PROPOSED REVERSE STOCK SPLIT 
  
          The purpose of the Reverse Stock Split is twofold. First, at May 30, 
 2003 we had an aggregate of 100,000,000 shares of our common stock issued and 
 outstanding, which represents all of our currently authorized shares of common 
 stock. Under the terms of the outstanding shares of our Series B Convertible 
 Preferred Stock and Series C Convertible Preferred Stock, upon their conversion 
 we are obligated to issue approximately 4,010,893 shares of our common stock, 
 giving effect to the Reverse Stock Split. We do not have sufficient authorized 
 but unissued shares of our common stock available for issuance upon the 
 conversion of either series of preferred stock, or for future issuances, 
 including in the event we issue shares of our common stock in connection with 
 future equity capital raises. Other than the shares of common stock issuable 
 upon the conversion or exercise of presently outstanding securities, and any 
 shares which may be issued in the future in connection with capital raising 
 activities, we do not have any present plans to issue additional shares of our 
 common stock. 

http://www.sec.gov/Archives/edgar/data/1059623/000116169703000315/pre14a.txt

[GGraessle]

Invest in kids

My previous response was medicinal. In other words straight from the SEC filing.

In my opinion if you look at the two reasons stated first was we "have to do this more or less" because of the conversion of preferred shares and secondly was the capital raising concept. We'll just ignore that second idea, eh? LOL

I as a common shareholders don't give a hoot about Hicks and his preferred because I think he made more than enough shorting the crap out of this issue to get his original investment back and then some. Hence why I will vote no for the reverse split.

Now the 14A was filed on June 23rd, so I'm hard pressed to wonder why the SEC hasn't commented on it or stated they have no comments. May be since we're on the pink sheets, they figure they can take their time, I don't know.

Have a nice day.

Edit: what I wanted to also say, is look at what is missing. In other words the usual BS that I have read in many other proxies about needing the R/S to make the stock more attractive, valuable, marketable, etc. is not there. Typical stuff like this proxy from another company. At least we were not insulted, right?


REASONS FOR THE REVERSE SPLIT
The Board believes that the Reverse Split is desirable for a number of
reasons. First, the Reverse Split is intended to improve the Company's ability
to raise new capital. Second, the Board believes that the Reverse Split will
improve the marketability and liquidity of the Company's Common Stock. Finally,
the Board believes that the Reverse Split will enhance the Company's ability to
maintain the listing of the Company's Common Stock on the Nasdaq National Market
(the "Nasdaq/NMS").
The Company will require additional sources of capital to fund its
existing and future product development efforts and clinical trials and to fund continuing operations. In meetings with its financial advisors, the Company has been advised that an increase in per share price of the Company's Common Stock, which the Company expects as a consequence of the Reverse Split, may enhance the acceptability of the Common Stock by the financial community and the investing public and broaden the investor pool from which the Company might be able to
obtain additional financing. In theory, the total number of shares outstanding should not, by itself, affect the marketability of the Common Stock, the type of investor who acquires it or the Company's reputation in the financial community. As a practical matter, however, the opposite is in fact often the case. For example, because of the trading volatility often associated with low-priced stocks, as a matter of policy many institutional investors are prohibited from
purchasing such stocks. For the same reason, brokers often discourage their customers from purchasing such stocks. The reduction in the number of outstanding shares of Common Stock caused by the Reverse Split is anticipated initially to increase proportionally the per share market price of the Common
Stock. However, because some investors may view the Reverse Split negatively in that it reduces the number of shares available in the public market, there can be no assurance that the market price of the Common Stock will reflect proportionately the Reverse Split, or that such price, if it does rise proportionally to such levels, will continue to escalate or be sustained in the future.

http://www.epimmune.com/pdf/PRES14A_9-8-1998.pdf