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Wow.
Trying to sell ANDI stock by promising stock in a dead water company.
It’s dead
The company attorney through last year’s pump brought it back on paper. That’s it.
I couldn’t care less what they say he is.
Let me clear one point of confusion: when I said “impacts the meter” I mean “impacts the meter reading,” or “reduces power consumption.”
This device does not reduce power consumption. At all. That’s pure unadulterated BS.
That’s wrong.
AGP gave VERB $20.5M (minus fees and stuff) for the offering units. Period.
VERB gave the owners of SC $15M. Period.
The owners of SC bought offering units from AGP. Period.
There is no extra money to VERB.
Yes.
I think folks are missing a key point. Sound Concepts wasn’t given $15M, the owners/shareholders of Sound Concepts were. They were also given $10M of VERB stock. Those owners elected to buy $4M of offering units with their cash.
The offering didn’t change. VERB already got the proceeds from the offering, and this purchase came from that same offering, so there’s nothing extra to VERB. VERB gave $15M to those owners, and they bought units from the offering. Personally, I don’t think Rory is head faking, rather he’s hoping to show the owners of SC have confidence in the “dream.”
What a load of pure BS.
It says right in the S-1 there is no impact on the meter, which is fact. And now there is???
Complete unadulterated BS.
I know about IPO’s, point was that’s what he said. I got the sense he wasn’t “up to speed” on how to take a company public in the US.
And no, that doesn’t make sense. He could do all that and remain a private company, no reason to take on bag holders from a shell and business that was dead and have to deal with them. Private companies can have stock, too, just isn’t traded in our markets.
I’m getting that from all his talk about doing an IPO, then a “reverse IPO,” to NASDAQ, along with the plans for huge growth, expansions, (yes) acquisitions, etc. Add to that the huge reverse split (big reduction to the O/S) followed by the restoration of the A/S to free up common shares in the treasury.
He took his company public, and you do that to gain access to the public markets, sell stock, raise money, and invest it back into the business to grow. The RS made sense after a RM, as the legacy equity in the company was tied to the previous endeavors of the shell and was worthless to him. Nobody is going to buy additional stock from a company if a huge part of the A/S is already issued and outstanding. Pretty sure this one had about 2/3’s of the A/S already trading, which means a new offering would have been significantly diluted.
While I continue to believe this business may be legit, I wouldn’t touch the existing stock, as I expect it to be diluted significantly “out of the way.” But that new offering may be priced attractively, depending on the plan to invest the proceeds. He’s a big risk, though, that Twitter (I think) rant was real, so he’s a bit of a flake.
Page 20 shows a detailed accounting of the Administrative expenses.
On the OTC, any profit is not to be scoffed at, but it isn't going to cause a run on the stock, either. If they put out a reasonable plan when they make their stock offering, depending on how much they intend to raise, might be worth a look. Existing stock is dead when that happens, though.
Sorry, you're correct.
Was speaking of Operating profit/loss, and fumbled the line items names.
Administrative costs included an acquisition?? Howso? Administrative costs/G & A are the costs of "operating." They are detailed on page 20, and don't show an "acquisition."
While some of the preferred shareholders may liquidate their holdings, I'm talking about the sale of common stock to raise capitol for the company. If a preferred shareholder converts and sells, it benefits them, not the company. The company will need cash for its alleged expansion plans.
And, no, the net profit shown on page 9 was about $170k. There was over $40k in finance expenses, gross profit was $212k.
And, I'll say it again, if they're not going to use their newfound access to the public markets to sell stock, they would have stayed a private company. No reason to take on common shareholders from a failed prior business at all.
They have no allegiance to the currently trading stock, they received no benefit from it. That's why it the RS was done and the A/S was put back where it belonged, to wipe that equity off the books. Without the RS, that legacy stock would actually be dilutive to any offering they would make.
I presume you're using "working capitol" as a synonym for the operational expenses. Their profit of $170k is positive cash flow for current operations.
However, if they're really going to expand and grow, like they said they were going to do, and raise capitol to do so, like they said they were going to do with their "offering on NASDAQ," then they're going to register and sell stock. And when they do, the existing equity/shares will be diluted into less than 1% of the equity of this company. If they weren't going to do that, then there'd be no reason whatsoever to go public.
Otherwise, this reverse merger essentially gave the equity ownership of this shell over to the bagholders of NHPI, which would be a monumentally stupid thing to do.
They have audited financials showing they are legit and profitable. So cash raised by issuing shares will go towards acquisitions and will be a net positive for shareholders.
No reason for the company to sell shares at this price and this market cap.
He "acquired" about $400k in profit/earnings for $25M.
I wouldn't pay $25k for a business that made a $400 profit.
Those shares have voting control over the company, and it wouldn't matter if they diluted all of the A/S, they'd still have it. MD has majority voting control, so it's his baby. I expect those non-affiliated preferred shareholders to convert and sell eventually, maybe at the same time the company makes its offering.
If, and it's a big if, this company is legit, they came to the public markets to raise money by selling stock. It's what they said during pump 1, they were making an offering on NASDAQ and were going to expand their business into the US. If it's legit and you take the company at their word, be watching Edgar for some sort of registration.
With a good prospectus showing how they're going to use the capital they raise for expansion, they may just sell some stock. They did make a small profit last year, though it isn't much to write home about.
The whole narrative that all of the debt has been paid is patently false. They're paying maybe 10% of the secured debt, and that's it.
Show me a statement by the monitor, the bankruptcy court/judge that says directly they've paid all the debt, or give up the false and misleading narrative.
They aren't here to give away ownership of their company to the bagholders of NHPI, either.
They're going to sell stock. 2 years of audited financials are adequate for an S-1 or other registration of a stock sale, and they just finished.
By the time they're done, the shares currently being traded will be diluted into way less than 1% of the equity in this company. They'd be stupid not to, if they're legit.
LOL
Who's ignoring the results of the CCAA? Here's a clue: it's not me.
They sold the assets in bankruptcy liquidation. That's undeniable fact.
They have no source of income. That's undeniable fact.
They still have massive debt they cannot pay. That's undeniable fact.
All those things that you can do under CCAA were tried and failed or did not apply to this company. That's undeniable fact.
It's over.
What happens to empty companies with no operations nor income that have massive debt they cannot pay?
The debt and equity are discharged by the bankruptcy court, and they disappear.
Every. Time.
Shareholders will lose 100% of their investment in this stock.
Continuing to ignore the results of the CCAA won't make them go away.
They tried to re-organize, restructure, refinance, sell the company under the SISP, and it failed. They didn't get a single bid to do any of that. So it moved into liquidation of the assets, and that was completed in October.
All of that is very clearly documented in the monitor's reports and the court motions and orders. There's nothing left. The company has been "restructured" into an empty shell with massive debt that it cannot pay since the operating assets were liquidated.
Sing "CCAA" all day, the results of the CCAA are clear. There's nothing left to reorganize after the liquidation.
The "complex restructuring" has resulted in all the assets being liquidated, leaving an empty shell with massive debt that it cannot pay.
There's nothing left to sell, so what you see is what you get. If the contractual rights "sell," it'll be for the same $408k they'd offered them to the asset purchaser at the most.
Seen this?
https://www.pwc.com/ca/en/car/bioamber/assets/bioamber-033_092418.pdf
It is the motion the monitor prepared to have those contractual rights assigned to the purchaser of the assets. All it would have taken was the purchaser agreeing to cover the royalties that were due, $408k.
The CCAA has resulted in a bankruptcy liquidation of the assets. That is clearly documented and fact. There's nothing left except an empty shell with massive debt. Like it or not, those are the facts.
Once the bankruptcy proceedings return to the US court, the remaining debt and equity (the shares) will be discharged by the bankruptcy judge. The company will then disappear. There won't even be bags left in shareholders' accounts. That's what happens every time when the assets are completely liquidated and debt remains unpaid.
Shareholders will lose 100% of their investment in this stock.
Well, I was surprised at the dumpage below the price that the underwriter was profiting from ($2.70+-ish) with the warrant sale going on, so I figured they'd ease up on the throttle. But folks need to get the BOOM stuff out of their head, ain't happening on NASDAQ for months and months, since there will apparently be no revenue to report until Q3 (November).
Nope, the S-1 says the minimum purchase is 200 shares (a dollar's worth, LOL) and the shares are free trading once purchased.
Nah, just direct the "group" to the CEO. He has 1B shares to sell @ $0.005. No reason to buy $0.0099's when you can have twice as many shares/bags, right?
LOL
No, that FAQ is typical stinky-pink CEO stuff. Seen it a number of times.
"Amounts owing that are subject to the KERP charge."
The KERP charge is being applied to some "amounts owing," ie - the proceeds from the SISP or second sales process. The KERP program was coming out of that sale, so those were the amounts that were subject to the KERP charge. Problem is, the amounts were not sufficient to pay off the secured debt, only covers about 10% of it, so the program requirements were not met, and no payments were made.
That post explains why "amounts owing that are subject to" does not mean the KERP bonuses were paid, like it or not.
Unless you can identify the source of the funds and the payment of all the secured debt in ANY monitor's report, court motion, or order.
And the judge said:
NO AMOUNT would be payable unless and until the secured lenders were paid in full in cash.
NO AMOUNT.
It hasn't been paid. The proceeds from the bankruptcy liquidation pays just about 10% of the secured debt, and that's it.
So, either they violated the bankruptcy judge's order for the program OR there's some magic money source and payment of the debt they've hidden from that same judge. Either is ridiculous to even suggest happening, and is just false.
And, guess what? After the liquidation sale produced only $4.34m, there were only 2 secured creditors who were going to get anything, and all of the secured creditors know that.
Looks like the judge ordered the proceeds divided up within the BioAmber entities, and with the consent of the secured creditors:
Page 2:
https://www.pwc.com/ca/en/car/bioamber/assets2/bioamber-059_031519.pdf
Program requirements were met apparently:
No, they didn't say that the KERP has been paid. The DIP lender was paid, as that was the bridge loan to pay the bankruptcy proceedings, and they were first in line to get paid back. The secured creditors have been paid a total of $3.5M in an interim payment, the rest of the $40M has not and will not be paid in full.
And the KERP bonuses were not paid, the judge ordered that they wouldn't be paid until the secured creditors were paid in full. That's as clear as day, both the requirement and the fact that it has not happened.
LOL
You know that the "Plan of Arrangement," ie - them working with the 2 secured creditors on how to divy up the proceeds between them, is just about done, right? After the liquidation sale of the assets, that "plan of arrangement" became just the distribution of the recoveries, first amongst the 3 BioAmber entities, and from there to the secured creditors who did business with the Canadian subsidiaries (the US court will handle BioAmber, Inc).
And, there's still nothing for the remaining secured creditors, the unsecured creditors, and the shareholders. Not a penny.
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.