7 Aug 2014listing compliance notice▼ BadMajor
Pharmagen, Inc. deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
17 July 2014substantial holder notice● Neutral
IBC Funds LLC EIN disclosed a new substantial Pharmagen, Inc. shareholding (9.90% of votes).
17 July 2014substantial holder notice● Neutral
IBC Funds LLC EIN reported no remaining Pharmagen, Inc. shareholding in its periodic institutional filing.
11 July 2014director interest notice● Neutral
Richard Wolpow became a Pharmagen, Inc. director and company insider (initial ownership filing).
9 July 2014director interest notice● Neutral
Pharmagen, Inc. insider Stephen M. Perry disposed of 11,100,000 shares via option/appreciation-right settlement.
9 July 2014director interest notice● Neutral
Pharmagen, Inc. insider Stephen M. Perry disposed of 11,100,000 shares via option/appreciation-right settlement.
7 July 2014director interest notice● Neutral
David Rowley became a Pharmagen, Inc. director and company insider (initial ownership filing).
3 July 2014director interest notice● Neutral
Danny Barnes became a Pharmagen, Inc. director and company insider (initial ownership filing).
3 July 2014director interest notice● Neutral
Boyd P. Relac became a Pharmagen, Inc. Former Chief Operating Officer and company insider (initial ownership filing).
3 July 2014director interest notice● Neutral
Stephen M. Perry became a Pharmagen, Inc. director and company insider (initial ownership filing).
3 July 2014director interest notice● Neutral
Russell Skibsted became a Pharmagen, Inc. Former Executive Vice Pres. and company insider (initial ownership filing).
24 June 2014capital raising announcement● Neutral
Boyd P. Relac, hired April 1, 2014 as Chief Operating Officer, signed an amended at-will employment agreement on June 18, 2014: $250,000 salary, of which $175,000 is paid in cash until the company raises $5,000,000 from a single source or January 1, 2015, whichever is earlier. He is also to receive options on 16.5 million shares at $0.01. The company issued him 14.2 million restricted shares for $71,000 of waived pay and expenses. This adds new management and more shares. Note that this filing names a COO while earlier filings had Wolpow as interim COO.
18 June 2014director interest notice● Neutral
Pharmagen, Inc. director Stephen M. Perry bought 11,100,000 shares on the open market at $0.00.
13 June 2014director interest notice● Neutral
Russell Skibsted became a Pharmagen, Inc. Executive Vice President and company insider (initial ownership filing).
4 June 2014substantial holder notice● Neutral
Richard A. Wolpow disclosed a new substantial Pharmagen, Inc. shareholding (9.90% of votes).
2 June 2014director interest notice● Neutral
David Rowley became a Pharmagen, Inc. director and company insider (initial ownership filing).
2 June 2014director interest notice● Neutral
Stephen M. Perry became a Pharmagen, Inc. director and company insider (initial ownership filing).
15 May 2014quarterly activities report▼ Bad
Pharmagen, Inc. reported a quarterly net loss of $713 thousand for the period ended 2014-03-31.
2 May 2014director interest notice● Neutral
Boyd P. Relac became a Pharmagen, Inc. Chief Operating Officer and company insider (initial ownership filing).
4 Apr 2014capital raising announcement● Neutral
On April 1, 2014 the company sold the last 100,000 Series C Convertible Preferred shares at $1.00 ($100,000) to Bagel Boy Equity Group II, owned by Chairman and interim COO Richard Wolpow. This completes the 500,000-share offering, of which Bagel Boy bought 300,000. Related-party money funded the final tranche.
3 Apr 2014director interest notice● Neutral
Pharmagen, Inc. Int. Chief Operating Officer Richard Wolpow bought 100,000 shares on the open market at $1.00.
25 Mar 2014capital raising announcement▼ Bad
On March 24, 2014 the company signed a consulting agreement with Stylinz Industries for due diligence on possible acquisitions and systems integration, at $125 per billed hour plus $50 per hour in warrants. Those warrants convert at the greater of 50% of recent low bids or $0.05. It also sold 175,000 more Series C Convertible Preferred shares at $1.00 ($175,000) to three investors; 400,000 of the 500,000 authorised have now been sold. Dilution is possible from the discounted conversion terms.
21 Mar 2014material agreement● NeutralMajor
The company's August 14, 2013 lawsuit against TCA, alleging TCA wrongly denied funds and falsely claimed default on loans totalling $2.05 million, ended in a March 14, 2014 settlement. The company will pay $2,433,182.68 under one of two payment schedules (choice due by September 30, 2014), starting with $150,000 on each of March 14 and March 31, 2014. TCA will return about 10,624,538 shares of common stock for cancellation. This resolves the dispute with the company's main lender and cancels shares TCA held, but leaves a large fixed repayment.
4 Mar 2014director interest notice● Neutral
Richard Wolpow became a Pharmagen, Inc. Int. Chief Operating Officer and company insider (initial ownership filing).
28 Feb 2014agm notice● Neutral
Pharmagen, Inc. shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
2 Jan 2014agm notice● Neutral
Pharmagen, Inc. shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
20 Dec 2013capital raising announcement▼ BadMajor
Old Line Partners, whose manager is Mackie Barch, exchanged all 3,000,000 Class A Preferred shares (issued to Barch in the 2012 HDS deal) for 5,100,000 new Series B Convertible Preferred shares. The Series B carries 51% of total voting power and converts into 7.5% of the common stock, so Barch's control is formalised at a 51% vote.
16 Dec 2013capital raising announcement● NeutralMajor
Under a consulting agreement received December 12, 2013, Bagel Boy Equity Group II's managing partner Richard Wolpow is to become Chairman and interim Chief Operating Officer and lead a roll-up of the hard-to-find secondary wholesale and sterile compounding market. Bagel Boy gets a warrant for up to 3% of shares at $0.0065 and $15,000 a month, payable in cash at a 25% discount or in discounted-price warrants. Separately, the company sold 125,000 new Series C Convertible Preferred shares at $1.00 ($125,000), convertible at 33.33% of recent low prices or into up to 15% of the common stock, so dilution is possible.
14 Nov 2013quarterly activities report▼ Bad
Pharmagen, Inc. reported quarterly revenue of $1.1 million and a net loss of $1.3 million for the period ended 2013-09-30.
10 Sept 2013capital raising announcement▼ BadMajor
A Florida court approved on August 30, 2013 a settlement with IBC Funds, LLC, which had bought $623,758.79 of the company's past-due vendor bills and sued to collect them. The company issued 4,545,454 shares as a settlement fee and agreed to issue further shares worth the balance of $623,758.79, converting at 45% of the lowest recent closing bid, with IBC capped at 9.99% ownership. Past-due bills are thus settled in discounted shares, which could dilute existing holders. The settlement also bars the company and its affiliates from voting for certain major corporate changes while IBC holds shares.