The first shelf expired and the cecond shelf was used up in the secondary that was done in Jan/Feb? The company had no effective registration statement in place. That is never a good position for a company to be in as it eliminates the company's flexibility to quickly access the market if it needs or wants additional funds. The size of the shelf is smart because it telegraphs a message to potential buyers that if Kerx wants to or needs to, it can proceed to full commercialization on its own with relatively minor dilution. Ron is making all the right moves!
Not an expert, but appears to me that they are authorized to offer or sell up to $150,000,000 worth of stock/warrants. This simply permits them to offer/sell up to that amount if they deem necessary in future years. This does not necessarily mean immediate dilution. The S-3 does not increase the number of authorized shares, it simply defines the amount the company is permitted to receive through the issuance of stock and warrants. On a side note, the higher the share price, the fewer the number of authorized shares the company will need to issue.
Then there's the S-8 filed today....
This filing allows them to follow through on the 2013 Incentive Plan, which entitles participants to an aggregate 3,500,000 shares of common stock (see S-8 filing from today). For example, milestones such as the NDA filing for Zerenex would trigger award compensation that would not have otherwise materialized had the S-8 not been signed. In other words, the registration of 3,500,000 shares in the S-8 permits Keryx to exercise the granting of awards to participants in the 2013 Incentive Plan, which by the way was voted on and passed earlier this year.
The fact that the NDA submission is immenent appears to be the catalyst for filing the S-3 and S-8 today, IMHO. Without those documents in place, directors, officers, etc. would not have been appropriately compensated for successfully filing the Zerenex NDA per the 2013 Incentive Plan. All my opinion, correct me if I'm wrong.