Replies to post #72819 on Cytodyn Inc (CYDY)

[Zuess421]

Thank you to Bored lawyer hope you don't mind I borrowed your explanation.


Replies (1)

Posted By: Bored Lawyer
Re: Brman #31089

Brman, this is not just a reply to you but for the benefit of the board.

This S3 filing does not indicate any new issuance of securities by CYDY. It relates to prior offerings which have already been disclosed.

To make a long story short, all securities offerings must be either registered or exempt. Only registered securities are publicly tradable. CYDY has raised money in the past year through both methods.

Anytime a company raises money through exempt offerings, whether the company is public or not, as part of the offering the buyer's counsel will negotiate a requirement for the company (CYDY in this case) to register the securities that were issued under an exemption so that the buyer will eventually have liquidity to sell their securities in the public market.

This S3 is CYDY undoubtedly complying with the requirements to register securities that were issued in prior offerings.

Sorry if this is more than you wanted to know. I just wanted to make it clear that this is not new dilution.

[justdafactss]

Oh its a NEW OFFERING allright-

Simply put, offering was amended (changed, superceded) from 16,033,500 shares @ $1.12 to 46,398,125 shares @$3.01.

Aggregate offering price went from $17,957,520 to $139,658,356...LOL.

But, but, nooooo, no "new offering" here, nothings changed, everything is exactly the same as it was on 1/31/2020...LMAO

Amount to be registered------Proposed maximum offering price per share

First offering was @ 16,033,500 shares for $1.12> Check

https://www.sec.gov/Archives/edgar/data/1175680/000119312520021372/d860528ds3.htm

Now its @ 46,398,125 shares for $3.01> Check

https://www.sec.gov/Archives/edgar/data/1175680/000119312520128998/d921147ds3a.htm

Confirmed by accounting firm Warren Averett LLC> Check

https://www.sec.gov/Archives/edgar/data/1175680/000119312520128998/d921147dex231.htm

With matching File/ Film Numbers> Check (as detailed above in ex 23.1)

https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001175680&type=s-3&dateb=&owner=exclude&count=40

So wheres the S-3 due today for the $17,100,000.00 Iliad Research and Trading, L.P note?

The Company agreed to use commercially reasonable efforts to file a Registration Statement on Form S-3 with the SEC by April 30, 2020
https://www.sec.gov/Archives/edgar/data/1175680/000119312520099591/d914246d8k.htm

All these events going on behind the curtains while NP was touting his next "conference call" correct?

LMAO