Vbi Vaccines, Inc. (NASDAQ:VBIV)

Good find by the Joey triplets (they’re multiplying!!). Prior business plans, prior business names, reverse mergers and reverse stock splits. MUCH more than this in the recent 10-Q. Not much else to say, other than this one should be pretty obvious. I’ll issue my normal warning that bio-techs can burn you on the red thumb side, even when their business plan is extremely questionable.

“The Company, VBI Vaccines Inc. (formerly Paulson Capital (Delaware) Corp. ("Paulson")), a Delaware corporation (the "Company" or VBI"), is dedicated to the innovative formulation, development and delivery of safe and effective vaccines that expand and enhance vaccine protection in both established and emerging markets. VBI, its wholly-owned subsidiary, Variation Biotechnologies (US), Inc. ("VBI US") and Variation Biotechnologies, Inc. ("VBI Cda") a Canadian company and the wholly-owned subsidiary of VBI US, are collectively referred to as the "Company".

As further described in Note 9, Subsequent Events, on October 26, 2015, the Company, SciVac Therapeutics Inc., a corporation organized under the laws of British Columbia, Canada ("SciVac"), and Seniccav Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of SciVac (the "Sub"), entered into an Agreement and Plan of Merger (the "SciVac Merger Agreement"), pursuant to which, subject to the satisfaction or waiver of certain conditions, the Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of SciVac (the "Proposed Merger"). The SciVac Merger Agreement also contemplates the closing of public or private equity financing with aggregate gross proceeds of at least $25 million contemporaneously with the SciVac Merger and includes various closing conditions standard to transactions of this nature. The transaction is expected to close during the first quarter of 2016 and is not expected to have a significant impact on the current research operations of the Company.

The Company is a pharmaceutical company developing novel technologies that seek to expand vaccine protection in large, underserved markets. The Company has developed an enveloped "Virus Like Particle" or "eVLP" vaccine platform that allows for the design of enveloped virus-like particle vaccines that closely mimic the target viruses. Using this proprietary technology platform, the Company has undertaken specific projects related to human cytomegalovirus ("CMV") and other antigens. To date in 2015, the Company has prepared several batches of vaccine for a toxicology trial, for a proposed Phase I clinical trial and for other regulatory purposes. The Company expects to advance its first product candidate into Phase I clinical trials during the first half of 2016.

On September 8, 2015, the Company announced that VBI Cda had been awarded up to $350,000 Canadian dollars ("CAD") in grant funding by the National Research Council-Industrial Research Assistance Program ("NRC-IRAP") to apply VBI's eVLP platform in the development of a respiratory syncytial virus ("RSV") vaccine candidate. In addition, on October 8, 2015 the Company announced that it has applied its eVLP platform in the development of a novel therapeutic vaccine candidate for glioblastoma multiforme ("Glioblastoma" or "GBM") with Columbia University's Brain Tumor Center.

All costs incurred to-date by the Company have directly or indirectly contributed to the advancement of these projects. The Company has not deferred or capitalized any costs related to any of these projects.

On May 8, 2014, Paulson and VBI Acquisition Corp., a special purpose wholly owned subsidiary of Paulson (the "Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which, subject to the satisfaction or waiver of certain conditions, the Merger Sub would merge with and into VBI US (the transaction referred to as the "Merger"), with VBI US surviving as a wholly owned subsidiary of Paulson. VBI US was incorporated on December 20, 2006 under the laws of the State of Delaware. On December 28, 2006, VBI US completed a private round of financing and contemporaneously acquired, through an exchange of shares, all of the outstanding common shares of VBI Cda, a Canadian company incorporated on August 24, 2001 under the Canada Business Corporations Act.”