6th attempt

If you are suggesting the creditors did not complain because they were given the secret of an additional payout in 2018, and public investors were not provided the opportunity to weigh this information, prior to the cessation of trading in this security in 2019, you are out of your mind.

Nope 4th attempt to get thoughts on the ludicrous idea that secured creditors didn't object to the proceedings because they were informed of a secret deal that public investors were not afforded knowledge of before the stock stopped trading. I suppose this is the 5th attempt. Your goal will be to exit the exchange with a stay of execution, of course, but my hope is we can eliminate this as a possibility because it is so offensive to logic.

4th time’s a charm?

If you are suggesting the creditors did not complain because they were given the secret of an additional payout in 2018, and public investors were not provided the opportunity to weigh this information, prior to the cessation of trading in this security in 2019, you are out of your mind.

I'd avoid the insults while getting logically crucified here. I'd just avoid entirely. Bad look.

I wouldn't call it a theory, or its certainly not one I'm trying to factually perpetrate. Happy to call it an assumption. I would complain if I were them and I lost 100% of a prior receivable. Maybe they don't mind, or maybe they had already written it off.

You're up:

If you are suggesting the creditors did not complain because they were given the secret of an additional payout in 2018, and public investors were not provided the opportunity to weigh this information, prior to the cessation of trading in this security in 2019, you are out of your mind.

This may need to be the point where you "don't read" my post, haha. Eject!!

Oh, well of course:

who - Visolis and LCY

what - purchased the assets of former Bioaq for $4.34M

when - around September of 2018

how - the acquiring parties formed a JV and together made a bid that was ultimately accepted by the Monitor and approved by the court

why - a great opportunity for the JV parties to get a head start on their own ambitions that they are now pursuing



You're up:

If you are suggesting the creditors did not complain because they were given the secret of an additional payout in 2018, and public investors were not provided the opportunity to weigh this information, prior to the cessation of trading in this security in 2019, you are out of your mind.

It has to exist to exist, you can't talk a half baked opinion consistent with nothing into existence.

If you are suggesting the creditors did not complain because they were given the secret of an additional payout in 2018, and public investors were not provided the opportunity to weigh this information, prior to the cessation of trading in this security in 2019, you are out of your mind.

I’m gonna guess they complained quite a bit given the outcome. But that’s different than launching a formal complaint or requesting an injunction. I mean we’ve all seen all the bids at this point, what would they have wanted the Monitor to otherwise do?

whats up is I'm helping the last few get through their grief stages.

BTW the next step after denial is anger...

I was asking for your opinion of what the details were.

There was a clear theory, I thought, about LCY being the buyer as a lot of the legalese you mentioned - "affirming", "The Visolis", "Upfront Payment" seemed constructed to paint that picture. That Visolis made a public deal and LCY was waiting to announce their "portion". That is until LCY tacitly stated they didn't do that.

So it seems it comes down to the belief that 4.3M wasn't enough, and is as simple as that. Its not enough and so someone else must have done something- theres just no evidence of that yet.

One question that begs: in your mind, did the stated deal and your "theorized" deal happen at the same time, or is the new deal not yet done? I assume it would have had to have already happened, as it would explain why someone would be willing to accept the stated deal that you say is clearly too low. Doesn't that mean it would have had to be offered to shareholders by now for approval?

Love to hear one if you got one. Who/what/when.

If you were among the tiny short position in this stock when it ended and you've closed out the position by now.

There is only one theory about it being dead. Thats the one laid out in the Monitor reports in agonizing detail.

There is no theory about its survival that I am aware of, other than potentially that it will survive or that someone currently unknown will buy it (not Visolis or LCY of course) at some unknown price, which isn't a very mature theory at all.

In my opinion, the world is flat.

I will keep walking until I fall off of it, thus proving my opinion.

I have not fallen off yet, so I will keep walking....

...with my opinion...

Nonsense, and really the most appropriate spectrum to describe the discussion is belief vs evidence.

Fact vs opinion, Worth vs liquidity are just proxies for liquidated vs bought.

A) as Ive stated, my interest here is in confirmation bias and other psychoses that affect trading decisions. There is no answer here other than the reporter believes the transaction is closed, secured and unsecured credits got hurt, and the equity wiped out. Keep your opinion, but accept that the reporter is not playing word games and putting out work that he believes could possible be fundamentally wrong.

B) 7.8B, you're right! Obviously its irrelevant, but see how easy it is to concede a point when clear?

C) So you are saying, if there is 7.8B people exactly, and someone produced signatures of 7,799,999,999 who said they had not made an offer to purchase the shares here, your opinion would be as steadfast as it is now?

D) Whats not clear? Are you saying its possible the reporter has an opinion that there is likely a second transaction, but didn't feel it relevant to note in this piece, that no one following the subject of the article (and upset) would be interested, that the losses that were the whole point of his article are actually totally wrong?

Yes, I know that you will use the impracticality of getting a tacit rejection from 6 billion odd people in the world, that none of them have or have any intention of entering into a “second transaction” as a “stay of execution” here despite no mention a year and a half later of a second transaction anywhere.

What I’m asking is the reporter, is it not clear that his POV is that of a single, disappointing transaction? You can always maintain your important stay by saying the reporter is not correct and/or doesn’t have knowledge yet of the unannounced “second transaction”.

So you’re not willing to admit that the most reasonable assumption about the intent of the article is to communicate that the company was liquidated and the liquidation proceeds were final and disappointing?

No not at all given that LCY and Visolis, in a JV, acquired certain assets of former BioAmber in order to have a presence in Sarnia, so the subdomain name seems obvious. What I want is for you or anyone to explain how the formation of that subdomain could be a part of an explainable scenario that results in a benefit to the shareholders of the now liquidated company and is also consistent with all the public materials including the 6th, 10th and all Monitor reports, the judges ultimate commentary in approving the transaction laid out in those reports and then the LCY attorney letter recently disseminated that stated in certain terms that shareholders will not receive anything more from their client.

An additional congrats on the house. Thats awesome.

I'll respect the white flag here, and will limit my posts to direct refutes of illogical/wrong claims and snippets.

I will repeat again that my intention has been to try to understand the psychoses, which only get more acute and identifiable as the argument goes away in favor of "belief".

Can you communicate your theory on this, as opposed to sending out a snippet of nothing after all the other snippets have been shot down?

Someone creates a subdomain to identify the location and assets they bought from a now defunct company, seems completely reasonable to me. Just like the now defunct company is named in presss releases as the basis for the new effort in newly acquired plant.

Agree, though what is interesting about this one, is usually the doctrine is confirmation bias, where all the news that comes in is initially always perceived as positive no matter what. Here, all the events are over. And that is being communicated and rejected in the face of a mountain of evidence. Now there is a dis-engagement of a defense of an argument based on no merit, yet STILL there is (at least pubicly) a belief in the impossible.

https://en.wikipedia.org/wiki/Belief_perseverance

There were several transactions that comprised the defined term "The Visolis Transaction". So they would all be encapsulated by that term, or if it wasn't a defined term (all lowercase) you could make it plural to be correct.

Either way, yet another "hint" with no theory that doesn't fall down. Since no transaction like the one you are hinting at was listed in the Agreement and the language used was "transactions contemplated by this Agreement", either the drafter was mistaken and meant "transactions contemplated by this Agreement and another agreement", or "transactions contemplated by this Agreement" meant, of course, the transactions described in detail that altogether were defined as The Visolis Transaction".

I'm sure he was. That was the operative process for liquidating the company and distributing the proceeds to the claimants in order of seniority. I'm not sure it would occur to him to make a distinction between in the CCAA and outside of it, and I am sure, completely sure, that he would find the idea that he or his client used that distinction in order to actively deceive some investors while dropping a hint to more astute investors, to be insulting and embarrassing.

It appears that he is nearly begging NOT to be contacted about the result, or more importantly what wasn't the result, any more.

Reading the [redacted] version wouldnt be enlightening actually. But I assume we are talking about the APA, which is no longer redacted and posted in full.

And there was a communication from LCY recently, though somewhat uninformative as it was redundant. But basically it was a public service announcement that LCY would not be paying anything else or in any way compensating former BIOAQ shareholders other than the stated transaction in which it and Visolis bought the assets for $4.34M.

Another example of a "hint" thrown out with no theory on what story involving the shares played out that is consistent with the hint.

So I guess you are saying in CCAA the JV purchased the assets but not certain IP (or rights to certain IP or some other nonsense). Then after CCAA closed, in the US Chapter 15 Bankruptcy case the JV will additionally purchase the shares to further obtain the excluded IP (or rights to certain IP or some other nonsense). Is that right?

If so, how does that jive with the fact that chapter 15 has closed, and no such share purchase has been proposed, accepted or announced?

If so, how would you explain the LCY letter from their attorney dated 1/31/20 which can conversationally be summarized as "Whatever you do, do not believe or expect that LCY will be paying in any way, ANY more money toward the liquidated company?"

The deposit was $334K. See below, lifted directly from the APA signed by Visolis and LCY:

ARTICLE 3 PURCHASE PRICE AND TAXES

3.1 Purchase Price. The consideration payable by the Purchaser to the Vendors for the Vendors’ rights, title and interests in and to the Purchased Assets shall be $4,340,000 (the “Purchase Price”).

3.2 Satisfaction of Purchase Price. The Purchase Price shall be paid and satisfied as follows:

(1) the deposit in the amount of $334,000 paid in support of the Offer by the Purchaser to the Monitor in trust on behalf of the Vendors (plus any interest accrued thereon further to the receipt by the Monitor) (the “Deposit”) and shall be applied against the Purchase Price on Closing; and

(2) the balance of the Purchase Price, after crediting the Deposit (including interest), shall be paid by the Purchaser to the Monitor on behalf of the Vendors on Closing.

Or, the LCY Transaction, as referenced in the "To Whom it May Concern" letter written by LCY's attorney on January 31, 2020 to publicly state there has never been a plan to pay anything more.

If the drafter of a monitor report or a court report is competent (and not criminally negligent) at their job, there is no room for different "views regarding the intent and interpretation of the language". Less so for news articles, of course.

The construct that you can read a legal document and legitimately come up with 2 different interpretations regarding the fundamental outcome was seemingly made up here to keep hope alive.

They likely were complaining because they lost. But anyway, here is what PWC publicly stated to the judge that was offered:

GFive:

$3.5M CAD on closing plus, if it were able to raise $20M in additional financing, an option of i) another $2M payment, or a $1M payment plus 5% of the NewCo's EBIT for 10 years capped at $10M

Visolis

$4.34M US on closing

Both bids were only for the assets, however it is noteworthy that GFive did point out specifically that it would not assume the liabilities or employment contracts. Needless to say, this is a specific rejection of any share purchase theory as buying the shares would, of course, obligate the purchaser to take on the liabilities.

The entire APA is available publicly. The T&C was under seal until the transaction closed.

Every time I look at these documents again, I see how unbelievably crystal clear this has been the entire time. I read the excerpt below and its astounding there had to be endless debate around an Upfront Purchase Price, when the Purchase Price was set forth in plain English in the signed APA.


3.1 Purchase Price. The consideration payable by the Purchaser to the Vendors for the Vendors’ rights, title and interests in and to the Purchased Assets shall be $4,340,000 (the “Purchase Price”).

3.2 Satisfaction of Purchase Price. The Purchase Price shall be paid and satisfied as follows:

(1) the deposit in the amount of $334,000 paid in support of the Offer by the Purchaser to the Monitor in trust on behalf of the Vendors (plus any interest accrued thereon further to the receipt by the Monitor) (the “Deposit”) and shall be applied against the Purchase Price on Closing; and
(2) the balance of the Purchase Price, after crediting the Deposit (including interest), shall be paid by the Purchaser to the Monitor on behalf of the Vendors on Closing.

Every time I look at these documents again, I see how unbelievably crystal clear this has been the entire time. I read the excerpt below and its astounding there had to be endless debate around an Upfront Purchase Price, when the Purchase Price was set forth in plain English in the signed APA.


3.1 Purchase Price. The consideration payable by the Purchaser to the Vendors for the Vendors’ rights, title and interests in and to the Purchased Assets shall be $4,340,000 (the “Purchase Price”).

3.2 Satisfaction of Purchase Price. The Purchase Price shall be paid and satisfied as follows:

(1) the deposit in the amount of $334,000 paid in support of the Offer by the Purchaser to the Monitor in trust on behalf of the Vendors (plus any interest accrued thereon further to the receipt by the Monitor) (the “Deposit”) and shall be applied against the Purchase Price on Closing; and
(2) the balance of the Purchase Price, after crediting the Deposit (including interest), shall be paid by the Purchaser to the Monitor on behalf of the Vendors on Closing.

I'd propose just dropping this notion entirely.

FINRA suspended the CUSIP to forcefully prevent the kind of irrational, self-destructive behavior you are talking about. Its not a flattering look.

I'm sure it will be, haha. It is now.

It will definitely be interesting to see when, if ever, you admit this had already played out.

You should check it out since it takes opinion out of it. Unless of course, you're not interested in something that eliminates opinion?

Either way, looking forward to your articulation of what happened, given you don't have trouble with it.

Great! I look forward to it. Mine was awful- far too many logical impossibilities.

In his opinion!!!!

The MRO thing can be safely dropped. That would require the Purchase Price for the assets to be retained by the company and put toward MRO. Instead, the funds were allocated and paid to the secured creditors, and it has been definitively documented as such. There is no possible way to legitimately say that the Purchase Price was spent on plant maintenance.