Replies to post #51374 on Ayala Pharmaceuticals Inc (ADXS)

[steadykickin]

https://www.otcmarkets.com/stock/ADXS/profile

[DewDiligence]

The number of authorized shares is shown on the balance sheet (among other places) in the latest 10-K report:

https://www.sec.gov/Archives/edgar/data/1100397/000149315217014889/form10-k.htm#a_026

Common stock - $0.001 par value; 65,000,000 shares authorized, 41,206,538 shares issued and outstanding at October 31, 2017

Preferred stock, $0.001 par value; 5,000,000 shares authorized; Series B Preferred Stock; 0 shares issued and outstanding at October 31, 2017

The 41,206,538 figure for common shares outstanding on 10/31/17 excludes 8,349,612 options, warrants, and RSUs that have not yet vested (see page F-10). Thus, as of 10/31/17, ADXS had 49.5M fully-diluted shares, which is 15.5M fewer shares than the (existing) 65M authorization limit.

[Dragon Lady]

Quote "Maybe I'm looking in the wrong place, but I can't find it even on Yahoo finance. I can find Outstanding shares but not authorized. "

Steve, Dew just posted the link the SEC EDGAR database site. That's the SEC official site where ALL a company's SEC filings are stored, from the beginning of time, if they are a public traded company.

My personal philosophy, ALWAYS USE SEC EDGAR and never rely on info from third party sites such as "Yahoo Finance" or similar. They're OK for a quick glance, but for the "real deal", 100% guaranteed accurate facts, ALWAYS GO TO SEC EDGAR IMO.

https://www.sec.gov/cgi-bin/browse-edgar?company=advaxis&owner=exclude&action=getcompany

THAT IS EVERY SEC FILING EVER MADE BY THIS COMPANY. Use that link, forever- it's the guaranteed most accurate and reliable. And use the SEC 10-K and 10-Q for the most "general" info, like share counts, financial statements, etc

The share count for any company will always be in its SEC filings, especially the annual 10-K, and also in the Qtr 10-Q. Page-1 is always going to show the "outstanding share count" and then further down in the document (as Dew correctly showed), there will be some statement about, "The authorized shares are blah blah and the FULLY DILUTED SHARES are blah blah"...something to that affect.

The "FULLY DILUTED" is there, as the company must make an "accounting" of ALL POSSIBLE SHARES IT "MIGHT" HAVE TO HAND-OUT TO FULFILL ALL CURRENT COMMITMENTS such as employee stock options, warrants, etc. So that number will always be larger than the Page-1 "currently outstanding share count" number listed. Even though "technically" the FULLY DILUTED are not all "out in the float" and free-trading at this point. The company "could be" called on to "deliver them" at any moment- such as a sale of the company, when most of the options plans and similar "accelerate" and become immediately due. Thus, they are counted in the FULLY DILUTED CALCULATION.

That FULLY DILUTED number is part of the argument ADXS mgt is making in their demand to raise the "available" share count- as they're saying, "Hey, when we account for FULLY DILUTED, we're really down to about 15 million available shares left to dilute, and hey man, we're trading at $3 bucks a share, which is thus a lousy $45 mil, if we sold um all, and really less than that, as we're gonna discount um to some bottom feeder hedge fund more than likely".

I have ZERO CONFIDENCE they're not going to dilute and thus they NEED TO RAISE THE AVAILABLE SHARE COUNT, and are going for a decently large number, an almost 50% increase, as I think they know they're in deep sh#@t right now, if they can't get a cash deal done. We're 7 MONTHS into a "INTERIM CEO" and the dude hasn't done one tangible damn thing of any "value" that I can see so far- he's delivered less than my local mailman, and that guy is lucky on a "good day" to get most people's mail even in the correct mail box. So I don't see ole bull crap "DEAL MAKER" as the man to stand and deliver.

I also don't trust or believe a damn thing that Noel a blah blah says. I wouldn't trust her any farther than I can throw her- and I'm in decent physical shape and could probably toss that noise peddler a ways, but I think it's one of the most comical and worthless "positions" at this entire CLUSTER-F of an operation. A freaking "DIRECTOR" level "investors relations" clown for a CASH BURNING COMPANY that has no real operations, nothing to say or tell, and puts out less PR and info than a scam OTC-ville POS peddling vapor-ware...gawd what a waste of money that chair-holder has to be IMO. (all indicative of Danno "trying" to play BIG BOY PANTS COMPANY like he was running some damn Fortune 500 success story, and thus he hired and burned cash better than my super-cooker, 5 burner barbecue out-back). ANYTHING she says, can be 100% BULL CRAP as it's all non-binding, spam-n-a-can BS that they can later say, "SORRY, PLANS CHANGED, DIDN'T WORK OUT, SEE SAFE HARBOR" or whatever. Noel should've been the first POS cut loose and ejected from this flaming mess, IMO if Tony were acting like a real CEO and actually serious about cutting costs and cutting deadwood and the cash-burn on this dying patient- a freaking classic dilution money pit, when one considers all the reverse split bull crap and all the rest.

This Board and Sr Mgt is a total bust failure for years now- they've not hit a single thing or promise or major metric that I can think of. They swing and miss and whiff more than the local pee-wee league, then issue themselves MORE free RSU share bullsh#T, rather than traditional options that have to vest and be "in the money" to be worth anything, which means THEY HAVE TO DELIVER SHAREHOLDER VALUE, as in SHARE PRICE INCREASES before they can collect a damn thing. RSU's are a DANNO cooked-up scam of epic proportions IMO. The fact that POS "clean Marine" poser walked away with 4% of this damn company or whatever the number is- should have a decent SEC attorney crawling up this company's sorry azz for a serious shareholder lawsuit by now.