Seeking Alpha

Advanced Cell settles warrant lawsuit

  • Advanced Cell Technology (ACTC) settles the lawsuit brought against the company by Gary Aronson and John Gorton in 2011 claiming the company breached an anti-dilution provision in the warrants held by the two men as a result of certain transactions between the company and other third-party investors.
  • Pursuant to the settlement, the company will issue Aronson 269,766,667 shares of ACTC common stock. It will issue Gorton 33,133,333 shares of common stock.
  • As compensation for legal fees, it will issue 68,266,667 shares of common stock to the attorneys for Aronson (Herron), 8,533,333 to the attorneys for Gorton (Miller/Steele) and 4,300,000 shares to another attorney that represented both men (Bourke).
Comments (44)
  • Esekla
    , contributor
    Comments (3494) | Send Message
     
    My article laid out a time-line of events for ACT which predicted this would happen in June.
    6 Jun 2014, 09:28 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Are they doing this with dilution? Good call Esk!
    6 Jun 2014, 09:31 AM Reply Like
  • csymalla
    , contributor
    Comments (194) | Send Message
     
    Nice to have this done, but Holy Batman! That's a lot of shares.
    6 Jun 2014, 09:31 AM Reply Like
  • candooman
    , contributor
    Comments (331) | Send Message
     
    Looks like a lot of shares but dollar wise (5+Million), it is not that big. However, this is a big relief since ACTC cannot afford to pay in cash it does not have, having limited amount on hand for continuing trials. The threat of financially choking the company at this critical stage of its development. The claimants will gain million$ should the trial results come out good.... but, all shareholders gain, so let it be!

     

    Management can now focus on the trials and release the results..... no more excuses.
    6 Jun 2014, 09:56 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    That is the upside. "IF" all legal matters are done, then we should be seeing results and more information. I wonder if those guys would sell me their shares for .075? hahaha
    6 Jun 2014, 09:59 AM Reply Like
  • Esekla
    , contributor
    Comments (3494) | Send Message
     
    For practical purposes, that's everything. There is some spare change from warrant holders that the company has been unable to contact, but those expire this month, as documented in my article.
    6 Jun 2014, 10:10 AM Reply Like
  • Genoregrets
    , contributor
    Comments (45) | Send Message
     
    YA wish they were mine mine mine all mine ,,,,rubbing hands
    6 Jun 2014, 09:46 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    380M shares, 1/3 of a billion. Has anyone looked at their broker platform or trading platform to see if float has increased yet? I see 2.8527B
    6 Jun 2014, 09:47 AM Reply Like
  • candooman
    , contributor
    Comments (331) | Send Message
     
    Just for comparison, SIRI XM has a float of 6+ Billion shares and is trading currently at 3.34. It traded at its lowest in Feb of 2009 at 5 cents for a couple of minutes. Let us all dream on folks ......
    6 Jun 2014, 10:29 AM Reply Like
  • Seppo Sahrakorpi
    , contributor
    Comments (2030) | Send Message
     
    @candooman I like to think in terms of Market Cap, currently ~$170M. What is the size of the addressable market for ACTC's products etc etc, and get some upside estimates from that.

     

    @dw and all, what would be a good high level article summarizing your long thesis and upside prospects for ACTC?
    6 Jun 2014, 10:38 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Seppo,

     

    Geeze that would be a paper! Just in summary:

     

    (1) Embryonic STEM cells currently consistently outperform any other variation of STEM cells.
    (2) We have verification from the company that both AMD and SMD patients have improved vision, and one subject went from virtually blind to 20/40.
    (3) http://bit.ly/Sg0SQN
    (4) ACTC is far ahead of competition in the AMD/SMD race.
    (5) They have FDA approval for phase II
    (6) Phase one results are not being "announced" but published in a peer reviewed journal, and the manuscript has already been submitted.
    (7) Their latest announcement about a CC says: "Initiation of myopic macular degeneration trial at Jules Stein Eye Institute at UCLA "
    (8) Just released information that in mice, the ACTC technology along with another JV, seems to cure mice with MS: http://usat.ly/SczZgD

     

    (9) I think the number for revenue is around 60B if they can treat AMD.

     

    Read Esekla's article. It is the most informative yet, and he has called pretty much everything that has happened to ACTC since his article came out. Smart dude.

     

    Why all of the action if they are going down?
    6 Jun 2014, 10:47 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Can

     

    I had no idea SIRI had that much float. Thanks.
    6 Jun 2014, 10:50 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Additionally, they have shown efficacy in Phase I with NO side effects--at all. 100% safe.

     

    Last, if they are the only ones treating AMD/SMD, and the revenue is 60B, then yeah, there could be huge upside if they get to market.

     

    However, I am not in this "to market." I'm in it to see what happens when the publication gets published and IF and ONLY IF the paper is a home run. I expect the irrational exuberance to push up SP substantially---no I have no hard numbers.

     

    Depending on how high it goes, I'll take 50% of my position in profit and let the rest ride for capital gains.
    6 Jun 2014, 10:53 AM Reply Like
  • Seppo Sahrakorpi
    , contributor
    Comments (2030) | Send Message
     
    @dw Thanks!
    6 Jun 2014, 10:56 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Seppo,

     

    Downside: Currently no money and high float. People are hoping for a JV taking ACTC through phase II. If that happens, they have no more money problems. If a large biopharma company funds it, that also says a lot--at least for the next year--about what SP will do.
    6 Jun 2014, 11:04 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Wanted to add also they are the only company using embryonic stem cells (I think).
    6 Jun 2014, 02:37 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Seppo,

     

    and check your inbox :)
    6 Jun 2014, 02:38 PM Reply Like
  • toosmarttofail
    , contributor
    Comments (608) | Send Message
     
    It's no big deal.

     

    The peer-reviewed MS paper with the "dancing mice" videos not only confirmed the sicence (again), but also showed that hESCs penetrate the blood-brain barrier, while adult cells do not.

     

    Combine this with Pfizer getting involved with Roslin, using ACTC's technology, and I think Pfizer is going to partner up with ACTC very soon, which would make this dilution look almost irrelevant. Besides, it's been baked into the price for some time.
    6 Jun 2014, 10:08 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Too, The conference call Monday should let us know pretty much exactly where we stand.
    6 Jun 2014, 10:10 AM Reply Like
  • candooman
    , contributor
    Comments (331) | Send Message
     
    2 PM PST CC -- this could, maybe, the news all have been waiting for....... Hope springs eternal!
    6 Jun 2014, 10:34 AM Reply Like
  • kedmirand
    , contributor
    Comments (4) | Send Message
     
    now we know why we got the good news to offset this. now let's get a stream of great news going
    6 Jun 2014, 10:15 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    To all: We don't "know" anything until after the CC.
    6 Jun 2014, 10:49 AM Reply Like
  • Malcolm Kantzler
    , contributor
    Comments (18) | Send Message
     
    Business Wire on Yahoo reports $13 million reserved to settle the litigation, but reading the SEC 8K filed, 383 million shares are to be distributed to the plaintiffs and the attorneys, $22.98 million at $.06/share.

     

    Just like corporations fined for violations of regulations, hurting not the perpetrators within the company who broke the rules, but only the employees, investors, and consumers who actually pay the fines, the settlements in securities cases also are designed to shield the executives who violate contracts, bringing litigation to the fore, with settlements paid by diluting company stock, hurting investors, instead of requiring company executives to turn over their shares toward satisfaction of the terms.

     

    If you're not a corporate piece on the board of the American financial-system game, you're a dangling piece, battered by any tremor that shakes the board, swinging, dampening the quakes, contributing to the stability of the platform for the corporate pieces that move as they may without regard for the real harm of the consequences, where accountability is as Slight, Ephemeral, and Cursory as the winds blowing through the game.
    6 Jun 2014, 01:29 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Malcom,

     

    Justmy opinion, but I'd rather have hard factual evidence about ACTC, and not a political rant about financial politics. You can do that at investor hub http://bit.ly/1okQyDX or investorstemcell http://bit.ly/SgBZo9 or another political board.

     

    I'd like to think SA is a few notches above that. Besides, your post gives me no information about ACTC.

     

    PS--You may want to think about getting information form SEC releases and not Yahoo boards. Overall, the SEC releases will prove more accurate.
    6 Jun 2014, 01:35 PM Reply Like
  • Malcolm Kantzler
    , contributor
    Comments (18) | Send Message
     
    I got the figures from the SEC release, and I prefer to add other sources.

     

    I didn't rant—too short to be that. I said something, unfortunately factual, about the system as it affects this situation with ACTC, as well as the executive-shielding structure of the system, which is a valid point to make in this forum, whether or not you agree.

     

    Perhaps your response should have contained something substantive about ACTC and this settlement or the case, rather than just a criticism of my post, you know, to bring it to the level you expect of SA dialogue.
    6 Jun 2014, 02:10 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    How does your post add to my information about ACTC and help me make a decision? Again, my opinion is that you have a bunch of over generalized and unsupported poetry in that post. Nothing personal.
    6 Jun 2014, 02:13 PM Reply Like
  • Malcolm Kantzler
    , contributor
    Comments (18) | Send Message
     
    The post relays the figures in the SEC 8-K release about the settlement, that's how. And the circumstances I cite in my post are supported by what happens in the financial system and the markets anywhere and anytime you choose to look, from the Great Recession, to fines levied by government regulators against corporate entities instead of individuals, even for criminal acts, like banks aiding tax evasion, to securities that suddenly drop like a rock before the news that tells the reason why is available to anyone other than the early sellers.

     

    You should try to appreciate that when a system is broken, criticism is what begins to open a chance to fix it, and that criticism is best placed where the system operates and its participants gather—that means, in this case, any and all financial forums.

     

    Much of what you post is speculative and referenced to future releases, not fact or supportive of fact. You're wasting your time and mine, and with this I've written all there is to write in response to you.
    6 Jun 2014, 02:26 PM Reply Like
  • Genoregrets
    , contributor
    Comments (45) | Send Message
     
    I agree with Malcom these high level swindlers should get there do not us lower share holders who trusted them in the first place to do their job honestly
    6 Jun 2014, 02:11 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Yeah so start a blog. This is about ACT specifically, not "How Banks and Other Financial Monsters Economically Rape You and Your Future"

     

    I mean don't you have enough to think about with your positions besides trying to digest something like that?
    6 Jun 2014, 02:35 PM Reply Like
  • Mking30
    , contributor
    Comments (141) | Send Message
     
    never ending sides of the coins, the world is a cruel place, and life is difficult... Now lets talk about profiting on a penny stock... Ill keep my shares tucked away for a rainy day, if it doesnt pan out,such is life...carry on, thanks for the update
    6 Jun 2014, 09:11 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Mk

     

    "never ending sides of the coins, the world is a cruel place, and life is difficult... Now lets talk about profiting on a penny stock. . ."

     

    Exactly the point.
    7 Jun 2014, 02:27 PM Reply Like
  • Malcolm Kantzler
    , contributor
    Comments (18) | Send Message
     
    Only one side of the coin wins a toss, the world and life is a place of inequality, not cruel or difficult to a select few.

     

    That's the point.
    9 Jun 2014, 11:19 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    The point is that this is an investing website, not s politico/policy website.
    9 Jun 2014, 12:36 PM Reply Like
  • Malcolm Kantzler
    , contributor
    Comments (18) | Send Message
     
    Like I said, when the system is broken, you must attack it directly.
    9 Jun 2014, 12:46 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    We await your book publication on how to attack and improve the system. Until then, we'll be trading ACTC.
    9 Jun 2014, 01:33 PM Reply Like
  • toosmarttofail
    , contributor
    Comments (608) | Send Message
     
    The system is fine. Shareholders neet to vote more carefully and not just rubber-stamp everything.

     

    You can say you made a logical decision to approve the board, but the road to hell is paved with good intentions. Shareholders are ultimately responsi9ble for the conduct of the executives.

     

    You could have made ME CEO and the company would be flush with cash, in a JV, and without all this legal overhang, but you're not *allowed* to do that. If you think you are, try it and find out why. You need media-approved, "corporate America approved" CEOs. Given how corrupt our media and corporations are, no other outcome is possible. You're drinking from a poisoned well. By invessting in a public company you are deciding that this is worth the risk.
    10 Jun 2014, 10:03 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    Too, by the way, how much longer until your price target of $8 hit ACTC? :)
    10 Jun 2014, 10:17 AM Reply Like
  • ContrarianPlayer
    , contributor
    Comments (2) | Send Message
     
    Did someone listen to the conference call yesterday? Weird that there is not a single comment posted and down 8.5% this morning. Would appreciate some input on what's going on.
    10 Jun 2014, 10:52 AM Reply Like
  • Seppo Sahrakorpi
    , contributor
    Comments (2030) | Send Message
     
    @dw listened to the call, here his take:
    http://seekingalpha.co...
    10 Jun 2014, 10:56 AM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    You can still listen to it. You just have to register. Go to the advanced cell technology site and register.

     

    In summary, they said BK was not on the table, litigation matters are behind them, they want to be a world class biopharma company, they want to uplist to a major exchange, and they started a new stem cell study. They also stated that some study using their IP in Ireland I think a company called Roslin, who has gotten finding from Pfizer, has nothing to do with ACTC (I don't know any details about this).

     

    Except for the Pfizer/Roslin/ACTC IP "no affiliation," we already know all of that, except the BK statement was good to hear, but it doesn't mean anything. I've seen companies make that statement before then the next day announce BK. They also stated they are looking for nondilutive funding, which is encouraging.

     

    They were VERY guarded in their answers, and all of the answers were screened and served up softball style--no hard core questions were fielded.

     

    The exception is that these guys are not unknown flubberholes. They are top scientists and well known administrators in their field. They have technology that works. They have publications proving efficacy published. Lanza is world known, etc., etc.

     

    Just like before the CC, it's a waiting game for two things: FDA DSMB ruling, which there is no reason for them not to approve the success of Phase I trials as the comapny has sated they have no safety issues at all, and the interim publication.

     

    As far as the business side goes, were in the dark and will just have to "risk on" for the time being. DSMB and publication could come out anytime, or not at all.

     

    However, if the pub does come out, and it shows what we expect it to show, and the FDA gives its approval, you won't see sub .10 prices anymore. That's why we're in it early. The initial increase in pps, given positive trial results and FDA approval for phase II, will be substantial. And no, I have no predictions for how much it will move. Buy a million shares and take profit when you feel you did well enough.
    10 Jun 2014, 11:27 AM Reply Like
  • CatchallInvesting
    , contributor
    Comments (126) | Send Message
     
    I listened to the bland evasive, imo, CC. I have felt they have had a plan for a long time now. The CC was not worthy of professionals and PhDs and MDs imo. They were evasive and lackluster in the CC that said the hobbling legasy issues were finally cleaned up.
    Now that they settled the legacy issues, their words, this may be their general plan. All the forward looking qualifications they use when talking to shareholders are included in my guessing what the future holds.
    I would like the writers at seeking alpha to carry this idea to all the Big Pharmas in ophthalmology so shareholders are treated fairly.

     

    This is what I now expect management to blindside the shareholders with and how shareholders can fight for their rights!
    What if the BP makes an offer with company approval that values actc stock at 6-25 cents and uses that as a conversion value to convert into shares of the BP. For example if the BP is valued at $6-$25 the conversion would be 100 to 400 shares of actc get 1 share of the BP.
    If the company supported the conversion would enough shareholders say NO to force the Deal to also add money to the deal? As the company runs out of funds they could say take this best deal or huge dilution again. After all they need $20 million a year for basic ongoing expenses. And you know how much the company presently earns each year!
    Did I forget to add that management and employees would all get contracts and bonuses in the actc regenerative medicine division of the BP? Parachutes for them and steel nose rings for shareholders unless the deal has a decent share value.
    GR used to say that all the BP in the ophthalmic field know about actc. All BP have to be kept current with actc science findings by shareholders here. It is certainly in the interest of AG to keep BP informed about the science findings of actc so their shares retain the value they just fought for, for years.
    The lawyers who represented them are known to shareholders. Send the lawyers this idea so they keep BP current and the eventual takeover competitive. This would keep fair in takeover.
    Keeping BP informed cannot as GR used to say HE WAS DOING, be just working for a takeover it could be working for a JV. Who knows what someone will do with information that is accurate.
    In the settlement ACTC tried to define information in a negative way. Shame on them!

     

    Apples to oranges this is written in the tea leaves. Management is smart but they are withholding information about trial findings and what is the reason they give? Does it really make sense that the findings will only be REAL if they are published?

     

    Why should the information be limited to the eye Big pharmas since actc also has other differentiated cell lines? The dancing mice video actc has produced is on the website or you tube. The information should be disseminated to the competing $100,000,000,000 pharma company's out there who could BUY actc for the rounding numbers value of their current deals. Otherwise actc will be taken over for chump change.
    12 Jun 2014, 04:57 AM Reply Like
  • CatchallInvesting
    , contributor
    Comments (126) | Send Message
     
    In a movie with Shawn Penn about Huey long and the HICKS in louisiana he had a rallying slogan. You are just hicks to them. They are the foxes in the hen house. Nail them up put their hides on the barn wall.
    I paraphrase a lot and do in this case also. The name of the movie had King or Kingsmen in it.
    So make actc new management be honest to all the shareholders from the past who kept the company in existence.
    Nail 'em up......
    12 Jun 2014, 05:21 AM Reply Like
  • MSF INVESTMENTS
    , contributor
    Comments (4490) | Send Message
     
    The real question is why did ACTC commit the crime in the first place...........it seems investigations are Okay with this company.............
    13 Jun 2014, 04:06 PM Reply Like
  • DWD Investing
    , contributor
    Comments (9460) | Send Message
     
    The real question is what happens now. I could care less about ACTC historical biography any longer, since they have completely revamped the management and methods of operations.
    14 Jun 2014, 04:08 PM Reply Like
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