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Did Air Canada go through liquidation and sell everything?
Sheesh
This stuff again?
No the KERP has not been paid. Here are the requirements for the program:
That is the judge's order authorizing the program, and it means that, in order for the KERP to be paid, the proceeds from the sale had to PAY IN FULL the DIP lender and the secured creditors, over $40M. The proceeds from the liquidation were $4.34M, about 1/10th of the all that debt, so that requirement was not met.
Now, if you'd like an opinion about what the monitor meant by that horribly written sentence, an opinion that is way closer to reality than "they paid off all the debt and didn't tell anybody" that is being forwarded here to sell stock, if you read the program details in the motion by the monitor here:
https://www.pwc.com/ca/en/car/bioamber/assets/bioamber-015_071818.pdf
You'll see that the program was to be paid from the proceeds of the SISP (a substantial figure from a liquidation would do, as well), and it assumed the SISP would provide substantial proceeds to allow the secured debt to be satisfied. The statement is "amounts owing that are subject to the KERP charge," which means the KERP charge is being applied to the proceeds from the sale and, depending on how much was left from the SISP proceeds over and above that which was required to pay the secured debt, they'd calculate the KERP bonuses for the employees within the range that they specified in that motion (there was a range of $480k to $1.3M in that motion), and this would be paid ahead of the unsecured creditors. "Amounts owing that are subject to" means those amounts that the KERP is coming out of, namely the proceeds from the SISP or the second sales process.
Problem is, it didn't work out. The liquidation resulted in only $4.34M, which hardly puts a dent in the secured debt. The KERP bonuses were not paid.
And, again, at the very least, that's way closer than "they paid off over $40M and didn't tell the judge or anybody else." That's just false and misleading.
You're welcome. Really, Sound Concepts is a nice little business selling marketing materials to small businesses and/or MLM's. Their 60 or so employees included warehousing/shipping, sales, marketing help, etc., that you'd expect from a company selling stationary, trinkets, flyers, business cards, all manner of stuff that you hand out at marketing meetings or put in mailers. Their digital services included a lot more than just Brightools, and a lot of it seemed to be geared to lead to sales of the paper and other marketing goods. I continue to believe that Brightools is being given to their customers for free to use provided they get the orders for the materials, and I say that because the app was available for use for 2018, and if they were really charging a half million people to use it, there'd have been a lot more revenue from it.
Anyhow, you wouldn't expect amongst those 60 people doing that business that there'd be a crew of programmers, wouldn't be steady work once the apps were finished.
In order to buy back shares, the debt would have to be completely paid and there'd have to be cash left over.
Ain't happening, that's ridiculous to even consider.
A share buyback?
LOL
They're up to their neck in debt and the operating assets don't make a profit. They're not doing a stock buy back, they're using stock sales to pay the operational deficit of the company and to pay off the debt through conversions. That's why the stock has been diluted (again) into oblivion and, when they run out of stock to sell, they'll RS, lather, rinse, repeat, as long as somebody is buying stock.
Sound Concepts outsources their software development:
https://www.facebook.com/f3software/?__tn__=%2Cd%2CP-R&eid=ARCX7rRbf6IBpKuLS6DGqAAjfKvp8j9ZgU6LjLsuqTTisEtlHwbERMbq1unybEUHKVBf1Rsk5A9r6BiO
They may have a couple programmers to interface with whoever they farm out the larger jobs to and maybe address a bug or two, but I wouldn't expect them to do the ground up or major revision programming.
There's no such NDA that would keep the monitor from disclosing to the bankruptcy judge and court either a payment or transaction/income source so massive that it would pay all of BioAmber's debt. That's ridiculous.
Cancellation of the shares happens at the end of the bankruptcy proceedings, after the judge discharges the remaining debt and the equity, there'll be no link until then, and everybody knows that.
That's what happens every time to an empty, bankrupt shell with massive debt that it cannot pay because the operating, income producing assets were sold in liquidation.
Every time.
Shareholders will lose 100% of their investment in this stock.
And the reason we see "hey they paid $2k!" and "hey, they paid KERP!" (which has not been paid), and all that other stuff snipping away words and phrases to try to "imply" there's been some major payment to the massive debt that BioAmber has rather than a clear, direct statement is because the debt has not been paid.
The monitor has been clear about how much of the debt has been paid and that all of the proceeds from all sources will provide only a small recovery to 2 secured creditors. That is fact and is very clear in their reports, yet we hypothesize they are concealing a payment 20X's as big without a word about it.
Either show a clear and direct statement from the monitor and/or bankruptcy court that all of the debt has been paid, or give up the false and misleading fantasy that it has.
If there'd been a complete payment of all of the debt, it would be prominently included in the monitor's reports to the bankruptcy court and judge in a clear and direct statement. Either show that, or give up the false and misleading fantasy that the debt has been paid.
And those contracts may be worth $408k. That's what they were offered to the buyer in the liquidation of the assets for.
$408k more to be divided between the 2 secured creditors who get some recovery.
That's fact.
Here's the court motion prepared by the monitor to complete that transaction. The buyer of the assets decided not to do it:
https://www.pwc.com/ca/en/car/bioamber/assets/bioamber-033_092418.pdf
Sorry, but that's all a crock. If there had been a complete payment of debt, it would not be hidden from the bankruptcy court and judge in favor of little words, phrases, and other sorts of hints and clues for OTC detectives to "figure out." There'd be a completely clear and direct statement by the monitor to that bankruptcy court requesting approval to pay off the debt from the proceeds of the liquidation and whatever mystery sources of income.
That's fact, like it or not, the debt has not been paid, not even close, and the monitor's direct statement that it won't be is absolutely what is happening.
Unless you have a document from the monitor and/or court showing directly the payment of all debt, give up the false and misleading fantasy that it has. That will be easily seen on their cash flow sheet, just like the $3.5M payment already is.
Sheesh.
There's been a total of $3.5M paid to the secured creditors. That's all.
This claim of a "footnote," a $2k payment, or any other tidbit, word, or phrase being "proof" of the repayment of all that debt is a complete fabrication to support a stock sale and nothing more.
Had there been a repayment of all the debt or if there were even a possibility of that happening, the monitor would state that clearly and directly.
And it doesn't take a rocket scientist to see through any of these recent pump attempts. It's really outrageous how this company thinks they can pull off some other fluffy pump about water companies, nationwide mobile service, the ever elusive phone selection, and now a joint venture with an HVAC company, all with no revenue, no cash, nothing to do anything with, and now the margin between the A/S and the O/S has dwindled down to where selling stock to raise money isn't even a viable option.
No matter what, nothing has ever been real with ANDI, ever, no matter who the CEO is. It is a shell built for insiders to reward themselves, and most of their holdings are hidden in those preferred B shares that convert at 2000:1.
The current CEO became "not the CEO" for about a year, sold off his 600M shares into last year's pump, and now he's the CEO again. How about that?
The company is selling 1B shares, about 5X the current OS, for $0.005 per share. Really. Why would anybody buy this stock at nearly 2X what the company is selling shares for?
The HVAC contractor isn't a subsidiary. The business installs and services air conditioners. The joint venture is very likely another failed pump, since there's nothing that ANDI could bring to the table with an HVAC contractor that would be mutually beneficial.
SWS was (and likely is) a dead business until a few months ago. This thing about them "going public" all by themselves is another failed pump, since nobody will buy stock in an empty company. The notion of them giving shares in this dead and empty company to ANDI shareholders was the pump, thinking that people might buy more ANDI shares so they'd score more SWS shares. There's absolutely nothing there, no operations at all, and there's not a chance an investment banker is going to give them the millions of $'s the pump described.
Don't even get me started on becoming a nationwide mobile service from scratch with no money to do it.
How many times does ANDI think people will fall for their pumps?
And the bagholders exchange program continues.
Here's about all you need to know, directly from the monitor to the court:
There's no assets, they were sold in liquidation
No operations, no sources of income
Massive debt that cannot be repaid
Bankrupt companies that get liquidated and have massive debt remaining disappear once the bankruptcy judge has discharged the debt and the equity (shares).
Shareholders will lose 100% of their investment in this stock.
As always, vital information has been omitted.
Ignoring the facts and court documents won't make them go away.
Those contractual rights were all packaged up and ready to be assigned to the purchaser of the assets during the liquidation sale. The monitor had prepared a court motion to have them assigned to the purchaser if they agreed to cover the royalties that were due on the contracts, a whopping $408k. It's all right here in the motion:
https://www.pwc.com/ca/en/car/bioamber/assets/bioamber-033_092418.pdf
If they find someone willing to do that, the secured creditors will have another $408k to divide up.
The rest of the secured creditors get nothing
The unsecured creditors get nothing
The shareholders get nothing.
The report was published in February, and the only debt payment authorized by the court was $3.5M in December. That's it.
It is hilarious to me that a $2k settlement letter can be extended to mean that all of the debt has been paid, yet the monitor's direct words that contradict any notion of that are ignored. Why would the monitor say, directly, they're not paying but a small portion of the secured debt, but then hide little hints and clues sprinkled in their reports to the bankruptcy court for OTC detectives to construct the real story. That's ridiculous on its face. So, here's another direct statement:
The monitor isn't hiding anything. There's no such transaction lurking in the shadows that will pay off all the debt. If there were, there'd be a direct statement to that effect by the monitor, rather than these little phrases and words that are implied to be the keys to the secret code the monitor is using. It isn't happening.
When the judge signs the order to discharge the remaining debt and equity (shares), whoever owns the shares on that date will lose 100% of what they paid for them. Guaranteed.
And the bagholders exchange program continues.
Here's about all you need to know, directly from the monitor to the court:
There's no assets, they were sold in liquidation
No operations, no sources of income
Massive debt that cannot be repaid
Bankrupt companies that get liquidated and have massive debt remaining disappear once the bankruptcy judge has discharged the debt and the equity (shares).
Shareholders will lose 100% of their investment in this stock.
And that has absolutely nothing to do with BioAmber or its shareholders.
OMG, they're going to give this "unsecured creditor" $2k for a debt that is $1588!!! That means they've got a lot of extra money from this invisible transaction that they're keeping a secret from the bankruptcy courts!!! They may have enough money to buy LCY, Visolis, KKR, and Amazon!!!
NOT. Sheesh.
This is very simple. Find a statement by the monitor to the court that they expect to be able to pay off all the debt rather than connecting dots in the sky. If they have or expect funding that will pay off all the debt, they'd have said it clearly and directly.
And the beat goes on...
There’s no statement, motion, or order from the monitor or court that says “your honor, we’re going to pay off all the debt, now, with your approval.” Instead, we think payment of the debt has been somehow kept off the books and PWC is just messing with us by putting clues to it sprinkled around other documents. “Hey, look, I found a $2k settlement with an unsecured creditor related to some lease that was unpaid. That means they paid the secured creditors $40M and we’re gonna be rich!!!”
Ok, we’ll go back, then, to all those original fluffy PR’s when the merger happened. What did they say they were going to do? Remember “offering on NASDAQ?” Remember the plans for expansion?
Look, if you consider what I’m suggesting, it is giving this enterprise some credit for legitimacy that has not been earned. If this company went public to grow their business, they’re going to sell stock, and that will dilute the current O/S probably 100x or more. If the do it right, they’ll get what they need.
These shares traded today do them no good, they’re already sold into the market by the previous owner of the shell, and that money is gone. They can’t and didn’t leave that equity standing, they did the RS and now it is less than 1% (way less) of the A/S. A stock sale is coming.
Guess what?
If they convert and sell, those shares will then be counted in the O/S of the common shares and, depending on how the price holds up to the dilution, the market cap may actually go up. The preferred shares don’t figure in the math for market cap.
Guess what else? If they sell stock from the treasury and raise cash, they can use that to pay for an acquisition for companies that prefer it, which is most of them.
Guess what else? They can use cash to pay the expenses of expanding themselves, maybe into the US, like they said they wanted to. Sure can’t use stock for that.
This company or its owners or both are going to sell stock.
Nice story. Buying stock on the OTC still doesn’t fund LDSR, it’s funding Blue Citi.
There's a lot of shares in the treasury to sell to the public.
Best thing to do is watch for the registration statement to sell stock, because it is over for the common shares currently outstanding then. They're making moves, have the financial information done and audited.
No, I did not ask why private companies go public.
If Inter-M or, well, anybody provides capital to this company, in return they either receive equity (stock) or enter into a debt instrument of some sort. They can do either with a private company as well, so this wasn't done so that Inter-M could invest more money, this was done so that they could get capital from the public markets.
If anything, those who have equity in a private company already will get more of an opportunity (you call it liquidity) to sell their stake in the company in the public market, but that sale provides the company no working capital since they aren't the seller of the stock. If WDBG went public to register and allow the holders of the preferred A shares (that aren't affiliated with the company, such as the CEO) to convert and sell to the public, then it would make some sense, although it will be heavily dilutive to the existing share structure with only 138k shares out.
NO MATTER WHAT, this company went public for somebody to sell stock, whether it is the owners (the preferred A holders) or the company or both. The 138k common shares currently outstanding will be diluted down to probably 1% of the outstanding equity in this company.
Good luck.
Yes, but the stock traded today was sold into the public market by NHPI, they got the capital from that sale, and, of course, they failed and that money is gone. WDBG received no benefit from those shares, so of course they did a RS to wipe it off the books.
So, if a private investor is going to invest private money, why the heck did they go public? And, especially, why the heck did they go public by merging into a shell that had stock outstanding? You know that essentially gives ownership of the company to the bagholders of that shell's prior enterprises, right?
No, I expect Inter-M was given shares because they held stock in the private company already. The only reason to go public in any form is to get access to the public markets, sell stock, and raise capital to invest in your business for growth.
Buying in the market isn’t helping fund anything except Blue Citi or some other current shareholder. Once the company sells the stock to the public, they get nothing more from it. In this case, they took out a loan with horrible terms, already got those funds years ago.
LOL
Methinks there’s a misunderstanding of what market cap is. See, they don’t have that money, in fact they only have $88k in cash. They have to sell stock to raise money (or take out a loan, or profit would do, but they only made $170k of that last year).
Couldn't care less. They bought the assets in the liquidation. That purchase does not give either BioAmber or its shareholders any stake in the ongoing business of those companies.
Have shares left in your account?
Then the company has not sold. In order to buy the company, they'd have to buy the shares. Plus, the monitor has been clear that only the assets were sold in the liquidation, and there are no transactions that have occurred or are occurring involving the shares.
No matter now many times these irrelevant snippets of documents are posted up, the whole story is that, after the asset liquidation, BioAmber is an empty shell with no operations and no income to even put a dent in its massive debt. All that anybody has to do is read the whole of the 10th and 11th monitor's reports (the latest status of the proceedings and the financial state of the company) to conclude this company will no longer exist at the conclusion of the bankruptcy proceedings.
Companies that are in bankruptcy proceedings with large debt and no sources of income don't survive. Ever.
No, I didn't miss them. Doherty having voting control with his Preferred shares was known. The rest of the owners of preferred shares must have been given them for debt, so they'd be vulnerable to conversion. The small holders (especially the CEO when this was NHPI) will very likely convert at the first opportunity, possibly with the same registration that the company will sell stock and raise money.
If they don't have a need to raise money by selling stock, there was no reason to go public.
Yeah, $170k net profit isn't exactly the HUGE company that was being pumped when the reverse merger happened. Market cap/PPS is just about right, which is unusual for the OTC. $88k in cash makes acquisitions a bit dicey.
Seeing as how they had 2 years of data, did a RS to wipe out the old legacy shares, it looks like preparations are being made to sell stock. Should see some sort of SEC registration next.
There's not one single think about Visolis, LCY, KKR, or any of those pictures you've posted that has anything to do with BioAmber, the empty, debt ridden shell company. They bought the plant in the liquidation sale, that's done, and neither BioAmber nor its shareholders have any stake in those companies.
No, not referring to you, just looking at the trade action and reacting to your posted surprise. My comment was simply on the trade action that appears to have taken a thin ask and, with less than $2k, moved the PPS a lot. Of course, the L2 bid was likely just as thin, so whoever chose to do that will have a hard time selling for a profit on a stock that's been dead in the water for some time.
LOL. Somebody sure is trying to give the illusion of interest in the stock.
You tell me. Are they listed as a subsidiary in the recently filed 10K? If yes, then yes. If no, then no.