Friday, December 4, 2020

Harbor's Dark Takeover

In 2011, the "development stage" Harbor BioSciences HRBR lost 3.8M which was an improvement over the $6.6M lost in 2010 and $15.6M lost in 2009.  Not pretty and with a market cap of only $6.5M, not inspiring.  Amun LLC came along with a cash infusion of $2.8M to save the day if only shareholders will approve the following conditions:

  • must perform reverse/forward split to get below 300 shareholder cutoff for de-registration
  • must file to de-register from the SEC
  • must give 3 board seats to Amun
  • must approve a provision to preserve Net Operating Losses (NOLs)
  • money will be forfeited if "At any time following the Deregistration, the Company makes any filing with the Securities and Exchange Commission (“ SEC ”) pursuant to Sections 13 and 15(d) of the Exchange Act on a voluntary basis"

Wow.  Amun wanted the NOLs and to disappear.  The transaction was approved and HRBR stopped communicating after putting out one last 10k in Jan 2012.  

After 8 years of muted darkness Harbor Diversified (HRBR) put out 8k in Apr 2020 with one of my favorite lines ever: 

as of January 1, 2020, which is the first day of the Company’s current fiscal year, the Company determined it no longer met the eligibility criteria under Rule 12h-3 of the Exchange Act to suspend its reporting obligations under Section 15(d) of the Exchange Act. As a result, the Company determined it is required to file the Annual Report

Shareholders made them file again!  So amazing and here's an article.  I don't know the details but it seems they were taken to court and forced to come back to the light.  Whoever did this is my hero.  They've since put out a 10k showing $69M cash, $78M book value, and $263M annual revenue.  They earned $4.2M in the latest 10Q.  The market cap is currently $12M...sound interesting?