Bioseek Share Discussion Threads

[the skipper] 27/7/2012 10:28

Have been deliberating whether to sell my shares before ATD delists/goes into admin or hang on for the possibility of some decent gains (from here at least - I am of course resigned to taking a big hit on my original investment). So with a view to attending Monday's meeting I spoke to one of the Directors in the USA.

Clearly he was not able to give me any specific price sensitive information but the overall tone was very positive. He confirmed that all the secured debt would be cleared on the sale of the human tissue business and they had 'shaken hands' with the other creditors on a commitment to repay them when a tax rebate is received next year. He was confident that there was good residual value in the Bioseek business going forward either from continued trading and growth or a sale of the company.

I put it to him that employees must have been heading for the exits and questioned whether they would be able to retain and attract customers, but he indicated that there had been no issues in this respect in the Bioseek part of the business and they were in the course of launching a bespoke website which they could use to keep shareholders and customers posted following delisting. As stated in the circular, completion of the disposal would immediately be 'earnnigs accretive' and that is why they have secured the support of over 50% of the shareholders for the proposals.

As to future value he kept referring me to the price that was paid for the Bioseek business as a guide and what this amounts to per share. Maybe that explains why we have seen some decent buys come through in the last week or so, now that the price has hit rock bottom?

Selling now would only realise around £700 for me from my investment of almost £10k so I have decided to stick with it and see what pans out.

I hope this provides some comfort for those who are in a similar position.

Tot

[buywell2] 27/7/2012 09:35

Wonder if the 0.75p buyer wants some more ?

Quite a few for sale now

Latest trades

Time Price Volume Value Bid Ask B/S Type
8:35:24 0.37p 929,327 £3,439 0.25p 1p Sell O
8:06:47 0.36p 3,047 £11 0.25p 1p Sell O
8:05:32 0.57p 30,000 £171 0.25p 1p Sell O

[buywell2] 25/7/2012 17:34

Trades today .... no big deal £20k worth traded

Someone willing to take a punt at 0.75p

Someone glad he did getting rid of 1m shares for 0.5p

Next news should be administration I reckon as a big % age of existing shareholders are voting against the name change


Latest trades

Time Price Volume Value Bid Ask B/S Type
16:24:10 0.5p 1,000,000 £5,000 0.35p 1p Sell O
16:05:41 0.42p 5,000 £21 0.35p 1p Sell O
16:04:36 0.42p 1,890 £8 0.35p 1p Sell O
12:29:16 0.415p 6,682 £28 0.35p 1p Sell O
11:40:11 0.75p 560,405 £4,203 0.35p 1p Buy O
10:58:09 0.75p 65,146 £489 0.35p 1p Buy O
10:01:24 0.545p 42,719 £233 0.35p 1p Sell O
9:41:57 0.75p 39,276 £295 0.35p 1p Buy O
9:04:51 0.75p 929,327 £6,970 0.35p 1p Buy O
8:54:13 0.75p 130,952 £982 0.35p 1p Buy O
8:21:12 0.545p 8,350 £46 0.35p 1p Sell O
8:20:52 0.5p 395,324 £1,977 0.25p 0.5p Buy O
8:01:04 0.332p 1,889 £6 0.25p 0.5p Sell O

[the skipper] 25/7/2012 17:29

Well I tried to ring the company today. No directors now based in the uk so I tried ringing USA but failed to get hold of anyone. However over 3m shares traded today suggests that something is afoot. We can but hope.....

[buywell2] 23/7/2012 13:26

Its there

LSE % Losers Top Lists

EPIC
,,,,Name......... %
RMP Red Emperor -43%
ATD Asterand -30%
NVTA Noventa -18%




24th trading

Latest trades

Time Price Volume Value Bid Ask B/S Type
8:33:52 0.3p 1,800 £5 0.25p 0.5p Sell O
8:26:05 0.35p 200,000 £700 0.25p 0.5p Sell O
8:00:52 0.27p 2,129 £6 0.25p 0.35p Sell O
8:00:43 0.35p 15,494 £54 0.25p 0.35p Buy O
8:00:19 0.31p 24,727 £77 0.25p 1p Sell O
8:00:13 0.31p 10,591 £33 0.25p 1p Sell O


Later

Latest trades

Time Price Volume Value Bid Ask B/S Type
14:19:55 0.332p 28,680 £95 0.25p 0.5p Sell O
13:42:41 0.485p 13,739 £67 0.25p 0.5p Buy O
10:16:29 0.3p 11,268 £34 0.25p 0.5p Sell O
8:33:52 0.3p 1,800 £5 0.25p 0.5p Sell O
8:26:05 0.35p 200,000 £700 0.25p 0.5p Sell O
8:00:52 0.27p 2,129 £6 0.25p 0.35p Sell O
8:00:43 0.35p 15,494 £54 0.25p 0.35p Buy O
8:00:18 0.31p 24,727 £77 0.25p 1p Sell O
8:00:13 0.31p 10,591 £33 0.25p 1p Sell

[buywell2] 23/7/2012 13:07

More sells today ... will it do a top 3 fallers advfn place 2 days running ?

Latest trades

Time Price Volume Value Bid Ask B/S Type
12:52:22 0.435p 89,041 £387 0.25p 0.5p Buy O
12:39:51 0.435p 5,612 £24 0.25p 0.5p Buy O
11:41:42 0.435p 5,000 £22 0.25p 0.5p Buy O
11:13:55 0.435p 11,815 £51 0.25p 0.5p Buy O
10:47:15 0.435p 17,834 £78 0.25p 1p Sell O
10:39:28 0.425p 50,000 £212 0.25p 1p Sell O
9:54:08 0.435p 18,629 £81 0.25p 1p Sell O
9:48:10 0.435p 4,479 £19 0.25p 1p Sell O
9:24:03 0.52p 20,000 £104 0.25p 1p Sell O
9:00:29 0.52p 86,538 £450 0.25p 1p Sell O
8:11:13 0.425p 2,640 £11 0.25p 1p Sell O
8:06:33 0.41p 33,660 £138 0.25p 1p Sell O
8:03:04 0.41p 3,356 £14 0.25p 1p Sell


Interesting to note that the two Sells at 0.52p at 09.00 and 09.24 were down as BUYS earlier

I think that is what they were

The recent BUYS at 0.435 I believe were sells lke the others

[buywell2] 20/7/2012 18:45

I have had a lot of posters knocking me putting charts up of AIM stocks and saying

'Charts don't work on AIM stocks'

But I say they do

Here is another example





PS


BIG volume today as 5m plus shares get traded

Significant .... but why now ... why not at circa 5p ?


Comparative analysis

.................1 week 1 month 6 months 1 year 5 years
Asterand PLC... -41.18% -55.56% -88.57% -95.40% -92.59%

[buywell2] 20/7/2012 14:10

Big spike in volumes today same as 27th when the share also fell

[buywell2] 20/7/2012 09:41

It's going to de-list

But more likely go into administration see previous posts

[buywell2] 20/7/2012 08:19

Lots of sells coming through

News leaked ?

Now in 2nd place on advfn


LSE % Losers Top Lists

EPIC Name %

SPGH Superglass -46%
ATD Asterand -19%
FQM First Quantum -11%






Latest trades

Time Price Volume Value Bid Ask B/S Type
8:02:22 0.54p 3,033 £16 0.5p 0.75p Sell O
8:01:04 0.724p 2,494 £18 0.5p 1p Sell O
8:01:04 0.7p 750 £5 0.5p 1p Sell O
8:01:00 0.7p 13,770 £96 0.5p 1p Sell O
8:00:58 0.7p 33,707 £236 0.5p 1p Sell O
8:00:58 0.7p 39,408 £276 0.5p 1p Sell

[spaceparallax] 19/7/2012 09:53

much as you'd like to

[buywell2] 18/7/2012 11:53

Yes .... but we can't blame the ATD BOD for that as well

[ferries5] 18/7/2012 10:01

Revealed: grisly trade in body parts.



Macabre or what!!

[buywell2] 17/7/2012 12:31

And the SELLS carry on

Latest trades

Time Price Volume Value Bid Ask B/S Type
11:17:37 0.825p 4,749 £39 0.9p 0.9p Sell O
8:50:21 0.82p 115,779 £949 0.9p 0.9p Sell O
8:35:33 0.82p 2,000 £16 ? NT
8:34:06 0.812p 5,000 £41 0.9p 0.9p Sell

[buywell2] 16/7/2012 17:33

ALL SELLS today .... including the listed BUY at 0.85p

Latest trades

Time Price Volume Value Bid Ask B/S Type
13:47:51 0.85p 115,779 £984 0.8p 0.85p Buy O
12:20:22 0.81p 12,000 £97 0.8p 0.85p Sell O
11:38:34 0.81p 28,000 £227 0.8p 0.85p Sell O
9:48:10 0.81p 25,000 £202 0.8p 0.85p Sell O
8:04:49 0.81p 49,751 £403 0.8p 0.85p Sell O
8:01:21 0.83p 93,164 £773 0.8p 1.25p Sell O
8:00:43 0.869p 10,591 £92 0.8p 1.25p Sell

[buywell2] 15/7/2012 08:50

........................ A PROBLEM ...............................

In the RNS it states

14.2. The Company has received irrevocable undertakings from the following Shareholders to vote in favour of all of the Resolutions except for Resolutions no.3 and no.6 (being the Resolution which if approved would allow the Company to communicate with Shareholders electronically and the Change of Name Resolution) set out in the notice of General Meeting:

Number of Percentage of
Ordinary Shares issued
Shareholder Ordinary Shares
Oxford Bioscience Partners 26,570,325 22.38
Chrysalis Ventures II LP 15,735,457 13.25
Hale Fund I LLC 6,343,089 5.34
Arboretum Ventures LLC 4,903,676 4.13
Fort Washington Private Equity
Investors II LP 4,846,346 4.08
Amherst Fund LLC 525,000 0.44
Total 58,923,893 49.65



From the above 49.65% have already voted AGAINST the change of name from Asterand to Bioseek

My guess is that they don't want Bioseek then to be refinanced by NEW American money which would effectively render their 49.65% holding worth circa 5% or less of what it is now.


BUT

In the RNS it says

'12. Change of Name Included within the assets of the Human Tissue Business sold to the Buyers under the Disposal Agreement is the right to the "Asterand" name. It is therefore necessary for the Company to adopt a new corporate name from Completion. Accordingly, the Change of Name Resolution, which is conditional on the Resolution approving the Disposal being passed, proposes to change the name of the Company to "BioSeek plc". This also reflects the fact that the Continuing Group will consist of the BioSeek Business only.'


BUT

49.65% of shareholders have VOTED AGAINST the name change to Bioseek


So are the existing shareholders FORCING the BOD out of the way and want the administrator to deal with the sale of the entire business ?

Seems that way to me

[buywell2] 15/7/2012 08:13

From the RNS

'The Directors would like to draw Shareholders attention to the qualified working capital statement contained in paragraph 17 of Appendix I below and of the Circular which shows a material difference in the maximum working capital requirement to that which was announced by the Company on 11 June 2012. '


What a bunch .....


They are going to de-list on 29th August to save money .... because they have more debts than cash

'Under the Listing Rules, a de-listing can be effected by a company after securing a special resolution (requiring at least 75 per cent. approval of those shareholders who vote) in general meeting and the expiration of a period of not less than 20 business days from the date of the shareholder approval. The Board proposes to make application as soon as possible for the Cancellation to be effected. Accordingly, subject to the passing of the Cancellation Resolution, it is anticipated that the date of the Cancellation will be at 8 a.m. on 29 August 2012. '


These are the consequenses for existing shareholders after they de-list

Following the Cancellation, although the Ordinary Shares will remain transferable they will no longer be tradable on the Official List and no other trading facility will be available to enable the trading of the Ordinary Shares. Consequently, there can be no guarantee that following the Cancellation a Shareholder will be able to purchase or sell any Ordinary Shares. Shareholders should also note that following the Cancellation:

(a) the Company may not remain subject to the Takeover Code as the Company's place of central management and control is outside of the UK and its shares will no longer be traded on a regulated market in the United Kingdom. The Company's minority Shareholders will therefore no longer benefit from the protections afforded to them by the Takeover Code. However, if in the future the Takeover Panel determines that the Company's place of central management and control is in the UK, the Takeover Code would again apply to the Company;

(b) the Company will not be bound to announce material events, administrative changes or material transactions or to announce interim or final results;

(c) the Company will no longer be required to comply with any of the regulatory requirements applicable to companies admitted to the Official List and to trading on the Main Market of the London Stock Exchange. For example, transactions with related parties or which are of a certain size will no longer require prior Shareholder approval (as is required under the Listing Rules);

(d) the Company will no longer be subject to the Disclosure and Transparency Rules and Shareholders will no longer be required to disclose major shareholdings in the Company and the announcement by the Company of those disclosures will no longer be required; and

(e) the Company will no longer be subject to the Model Code or the UK Corporate Governance Code.

The Cancellation might also have either positive or negative taxation consequences for Shareholders (for example, once the Cancellation has become effective, the Ordinary Shares would no longer be a qualifying investment for an ISA). If Shareholders are, however, in any doubt about their own tax position, they should consult a professional adviser immediately. '

[buywell2] 14/7/2012 13:09

Following the RNS at 13:00 hrs on friday it would seem investors now have a choice




The 'A' word = ROCK

'Whilst the Board is confident that it can reach the necessary agreement with its professional advisers, there can be no guarantee that this will be the case and as at the date of the Circular there are no legally binding agreements in place. In the event that the Company cannot reach an agreement to defer a minimum of approximately USD618,000 of professional fees, it is likely that the Company will be placed into administration.'

or Dilution = HARD PLACE

'If, following the Cancellation, the Company raises additional funds through further issuances of equity or convertible debt securities, existing Shareholders could suffer significant dilution. Your attention is drawn to Part II (Risk Factors) of the Circular.'






I previously pointed out that DEBT was still exceeding cash after the disposal and with staff and BOD costs the company had a major problem continuing as a going concern.



From the RNS on friday


17. WORKING CAPITAL STATEMENT

In the opinion of the Company, the Continuing Group does not have sufficient working capital for its present requirements, being the next 12 months from the date of the Circular.
Immediately on Completion, the Continuing Group will have a cash balance of approximately USD11,024,000, including the proceeds from the Disposal of USD9,000,000. Against this are immediate liabilities of approximately USD11,156,000, being the Secured Debt of approximately USD9,067,000 (which will be paid on Completion), outstanding professional fees relating to the Disposal of approximately USD1,128,000 and other creditors of approximately USD961,000. Thus there is an immediate funding requirement of approximately USD132,000.
In the next 12 months from the date of the Circular the Continuing Group has a maximum funding shortfall of approximately USD618,000 which falls in September 2012.
If the Cancellation Resolution is not passed, the Continuing Group will have an additional annual working capital requirement of approximately USD1,043,000 which represents the annual costs of maintaining the listing (further details of which are set out in paragraph 10 of this Appendix I), the effect of which in the current year would be to increase this maximum working capital requirement by approximately USD175,000 to an estimated USD793,000 in September 2012.
The Continuing Group will not be in a position, following Completion, to settle all its liabilities as they fall due and is dependent on the forbearance of some its major creditors to continue trading. The Board is in advanced discussions with certain of the professional advisers to defer USD770,000 of professional fees until either the Continuing Group receives a tax refund of approximately USD1,100,000, which is due to be received in April 2013, or until BioSeek is either refinanced or sold. Whilst the Board is confident that it can reach the necessary agreement with its professional advisers, there can be no guarantee that this will be the case and as at the date of the Circular there are no legally binding agreements in place. In the event that the Company cannot reach an agreement to defer a minimum of approximately USD618,000 of professional fees, it is likely that the Company will be placed into administration.
It should be noted that there can be no certainty that the expected tax refund will be received in April 2013 or that any of the existing liabilities can be deferred and your attention is therefore drawn to Part II (Risk Factors) of the Circular.
The Board is also considering the possibility of a fundraising, through either debt or equity, or a disposal of BioSeek or the BioSeek Business. However, without a deferment of certain creditors, the Board believes that it is unlikely that there will be sufficient time for these options to be successfully concluded. Furthermore, the Board believes that there are limited funding options available to the Continuing Group in the UK, and that potential US funders would have a preference for investing in an unlisted group which does not have the costs associated with maintaining a listing. Therefore, whilst the Board cannot be certain that it will be able to raise funds even if the USD770,000 is deferred, it believes that it is more likely to be able to do so if the Cancellation Resolution is approved by Shareholders. In the event that a buyer is found for BioSeek or the BioSeek Business, it is the Board's intention to wind up the remaining group and distribute any surplus funds to Shareholders.

In summary, if the Disposal Resolutions are not passed, it is likely that the Company will be placed immediately into administration. If the Disposal Resolutions are passed, in order to avoid being placed into administration the Continuing Group will need to defer certain liabilities on Completion to provide time either to:
1. trade through until the earlier of the tax refund is received, which is expected in April 2013, or until such time as the Continuing Group is generating sufficient cash to repay such liabilities;
2. raise funds; or
3. dispose of BioSeek or the BioSeek Business.

In the event that a minimum of approximately USD618,000 of liabilities and the estimated USD175,000 of pro rata listing costs (in the event of the Cancellation Resolution not being passed) can be deferred until April 2013, the Continuing Group expects to be able to settle its liabilities from its operational cash flows.
Your attention is drawn to paragraph 18 of the Circular and this Appendix I which contains the recommendation from the Board and the importance of the vote.
For further implications of the Disposal and/or the Cancellation not being approved by Shareholders or the action plan outlined above being unsuccessful you are referred to Part II (Risk Factors) of the Circular.

[buywell2] 03/7/2012 11:47

He's been selling today as well

[spaceparallax] 03/7/2012 09:25

sad creature