Now they have filed with the SEC to sell more stock. Time for the float to increase. Wonder when they will do another reverse split? All this at the expense of those who buy their stock.
If they get delisted, there's nothing criminal about his actions even if that was planned. Would have to prove in a court of law.
No doubt, Nasdaq is taking it sweet time to verify the equity part but longer it takes the less likely. Possible if the 2.5m equity was backed by 1 major holder it could be the problem.
Like I said in my post. I could be way off but by the way this is going it looks bad...
Just look how the volume has fell off the past week...
Noubar would face serious lawsuit issues as he serves both board and insider positions. They can make money without having to screw shareholders.
To me it looks like they are looking to buy this company back cheap. They cut the share count down
and now they let the stock fall. Compliance fails and this takes a hit that puts us well under a $1 again
and with 1/4 the shares we once had. Nice way to pull the rug out from under the shareholders if such
is the case. For a stock with an FDA approved test and a big name partner like Abbott this sure has
been an ugly slow grind down for us all. Maybe I am way off in my thinking but I agree with you in that
they have done NOTHING for shareholder value and as you said duty of care and loyalty went out the
window with BGMD in regards to shareholders...
Noubar teaches Management and Entrepeneurship at MIT. I sure hope they know what they are doing. If they didn't make compliance that would be utter incompetence.
What you say makes a lot of sense however if you are trying to lower my stress level it didn't help much. I guess we will find out soon enough. GLTA
From the recent transactions that BGMD has completed (reverse split and 2.5 M financing with Flagship
et al) BGMD explicity asked its shareholders to vote on these directives or give the BOG the ability to do
so for the express purpose of meeting their listing obligations with Nasdaq.
It was self evident that the reverse split would likely achieve the minimal $1 share price
requirement over 10 days but no one seemed to ask at the last CC whether the 2.5 million financing
deal would be sufficient to meet the 2.5 million shareholders equity requirement. This should have been
front and center since the numbers given from March 31, 2015 clearly indicate that the 2.5 M financing
would NOT meet this requirement. Yes, they could pay off the debt to GE Capital and recover the IP
security and have more funds for expenses but this leaves them short given existing assets for the
equity requirement. Did everyone assume they knew what they we doing?
The calculation for shareholders equity is not difficult to figure out ; any reasonable person using
due care could do this. Where is the additional equity coming from ???
If they do not meet compliance a very strong case could be made that BGMD did not meet their fiduciary duties to shareholders and that the Duty of Care and Duty of Loyalty were violated. This would be
especially problematic for BGMD since a director of the company was directly connected to the financing
deal and would raise questions as to why BGMD actions here were not carried out in accordance with the business judgement rule. The immediate question would be the conflict of interest (duty of loyalty).
I cannot think of any reasonable explanation as to why BGMD would fail to meet compliance and open themselves up to these kind of charges. Then again people do really stupid things thinking problematic actions will not get discovered. With this company anything is possible.
agtc, flgship ventures have several companies with large , big name investors. Why would they risk their reputation and so much more just to screw a few retail investors on a company with a mkt cap of $15 mil. I don't buy your gloom and doom propaganda and you shouldn't be selling it.
What will you say when they increase the float with issuance of new stock so they can sell shares?
Pattern is clear....first reverse split, then issue more stock to sell, then repeat as needed.
The Board of Directors has approved the reverse stock split partly as a means of increasing the share price of our common stock. Our Board of Directors believes that maintaining our listing on The NASDAQ Capital Market may provide a broader market for our common stock and facilitate the use of our common stock in financing and other transactions. We expect the reverse stock split to facilitate the continuation of such listing. We cannot assure you, however, that the reverse stock split will result in an increase in the per share price of our common stock, or if it does, how long the increase would be sustained, if at all. Although the stock split is designed to raise the stock price, there is no guarantee that the share price will rise proportionately to the reverse stock split, so the end result could be a loss of value. In addition, while we expect the reverse stock split to assist with our plan to regain compliance with NASDAQ listing standards, the reverse stock split itself will not address the fact that our shareholder’s equity is less than $2.5 million. We do, however, expect that our receipt of the net proceeds of the Financing will assist us in addressing the deficiency in our shareholder’s equity and allow us to regain compliance with the aspects of the NASDAQ listing standards relating to shareholder’s equity.
Sentiment: Strong Buy
Taken from proxy pg 8.
"Why is the Company seeking approval for the reverse stock split?
On March 10, 2015, we received written notice from NASDAQ indicating that, because we did not maintain a minimum closing bid price of $1.00, which we refer to as the Minimum Bid Price Deficiency, and did not meet the minimum $2.5 million in stockholders’ equity, which we refer to as the Stockholders’ Equity Deficiency, as required by NASDAQ Listing Rules 5550(a)(2) and 5550(b)(1), respectively, our common stock would be subject to delisting unless we timely requested a hearing before the NASDAQ Listing Qualifications Panel, or the Panel. We requested a hearing and on April 16, 2015, we participated in the hearing before the Panel during which we set forth our plan to regain compliance with the NASDAQ Listing Rules, which includes effecting the reverse stock split of our common stock for which we are seeking stockholder approval in Proposal 3 of this proxy statement. On May 11, 2015, the closing price of our common stock as reported on NASDAQ was $0.80 per share.
The Board of Directors has approved the reverse stock split partly as a means of increasing the share price of our common stock. Our Board of Directors believes that maintaining our listing on The NASDAQ Capital Market may provide a broader market for our common stock and facilitate the use of our common stock in financing and other transactions. We expect the reverse stock split to facilitate the continuation of such listing. We cannot assure you, however, that the reverse stock split will result in an increase in the%2