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S Bal video clip from July 2017, perhaps posted earlier, but I hadn't seen it.. glta
https://spinalnewsinternational.com/sonny-bal-antimicrobial-silicon-nitride-ideal-substance-fusion-implants/
CL101, I'm also very curious how AMDA would be valued (compared with LDR) in a merger scenario especially regarding the below intangible assets categories.
Data from Zimmer Annual report figures regarding LDR merger:
Intangible assets not subject to amortization:
In-process research and development (IPR&D) 2.0 mil
Intangible assets subject to amortization:
Technology 452.0 mil
Customer relationships 118.0
Trademarks and trade names 71.0
Other assets 76.8
Goodwill 482.4
CL101 , Thanks once again. Holiday greetings to you.
glta
Madg, You may be right.. looks like same change of control wording from 2013 (before Bal was officer) Dont know where I pulled up the 6 month compensation reference... my bad. But still substantial package.
glta
from 2013 amda 10-k
"Potential Payments Upon Termination or Change in Control
We have entered into certain agreements and maintain certain plans that may require us to make certain payments and/or provide certain benefits to the executive officers named in the Summary Compensation Table in the event of a termination of employment or change in control.
Pursuant to severance agreements that we have entered into with each of our named executive officers (other than Mr. Moyes, who would receive severance payments pursuant to the terms of his employment agreement as more fully described below), upon the consummation of a change in control, all outstanding options, restricted stock and other such rights held by the executives will fully vest. Additionally, if a change in control occurs and at any time during the one-year period following the change in control (i) we or our successor terminate the executive’s employment other than for cause (but not including termination due to the executive’s death or disability) or (ii) the executive terminates his employment for good reason, then such executive has the right to receive payment consisting of a lump sum payment equal to two times his highest annual salary with us during the preceding three-year period, including the year of such termination and including bonus payments (measured on a fiscal year basis), but not including any reimbursements and amounts attributable to stock options and other non-cash compensation."
JayDan, $1 million more or less to Bal if/when merger occurs, on top of regular salary and incentives, options, etc.
glta
Two years pay, a big step up from 6 months pay in prior agreement for change of control compensation.
From most recent 10-k filing:
"Potential Payments upon Termination or Change in Control
We had entered into certain agreements and maintained certain plans that may have required us to make certain payments and/or provide certain benefits to the executive officers named in the Summary Compensation Table in the event of a termination of employment or change in control.
Pursuant to severance agreements that we have entered into with each of our named executive officers, upon the consummation of a change in control, all outstanding options, restricted stock and other such rights held by the executives will fully vest. Additionally, if a change in control occurs and at any time during the one-year period following the change in control (i) we or our successor terminate the executive’s employment other than for cause (but not including termination due to the executive’s death or disability) or (ii) the executive terminates his employment for good reason, then such executive has the right to receive payment consisting of a lump sum payment equal to two times his highest annual salary with us during the preceding three-year period, including the year of such termination and including bonus payments (measured on a fiscal year basis), but not including any reimbursements and amounts attributable to stock options and other non-cash compensation."
glta
The Stealthways quote is right on the money IMO. Thanks for reposting.
glta
Boston745,
CS? are you referring to CL101 in prior post?
glta
CL101, Boston, Thanks once again for sharing your sustained, and stellar, research!
GLTA retail investors
Im also outside of access to the Yahoo interview with Chan. If someone has a work-around for viewing it or could post a transcript, it would be appreciated.
glta
Boston, Thanks for your recent blog updates! Quite a compilation of information.
glty
dp60
Thanks RPR,
ELQD.. Very smart. Nanosys IP (brand) or industry wide moniker?
glta
Partial fill this afternoon at .068. Nobody too anxious to sell.
glta
Getting financials in at the last second is okay with me. Missing a deadline (today) announced less than two weeks ago in formal press release would be a head scratcher...
Boston, Good pages you reminded us of..
Nice day, but sooo much more value coiled up in this company. What a remarkable balancing act creating a global brand, developing the patent and research base for an outstanding new material, while the share price wallows deep in the abyss...
GLTA
Yes. I wasnt referring to the share price springing to $1 but to the steps amda has put on their calendar, and the unfolding of their year-end strategy--rs most likely included.
best
Yes, thanks Sweeps--and +$1 for 10 days by Nov 30. Should be a very interesting ending to the calendar year..
glta
Many important clarifications here. Great post as usual CL101!
glta
Great post CL101! I also took note of the smaller financial firm (Tanner) with specific M&A tax experience contracted only thru calendar 2017. IPR&D very interesting, relevant, and new to me. Nice to learn new things! Thanks.
Best of luck to all
From the recent 8-k, notice the limited scope of work--fiscal year 2017-- bit unusual, no?
Item 4.01 Changes in Registrant’s Certifying Accountant.
(a) On September 20, 2017, Amedica Corporation (the “Registrant”) informed BDO USA, LLP (“BDO”) of their dismissal as its independent registered public accounting firm. The dismissal was authorized by the Audit Committee of the Registrant’s Board of Directors. On the same date, the Audit Committee engaged Tanner LLC (“Tanner”) as the Registrant’s independent registered public accounting firm for the fiscal year ending December 31, 2017.
Thank you CL101 and Boston!
OhMan,
Cl 101 included several calendar shots in one of his recent mega posts where possible M and A announcement,and meetings/votes were timed with upcoming industry events. It would be interesting for someone with a little time, to plug this two week time frame into these calendars and see if any possible answers emerge.
Interesting times. Picking up shares when possible.
Glta
Boston, I'm very curious about this possibility too.
Atlanta, thanks for exploring the "sonny goes private" scenario further. I think its not so likely given some of the clues pointing at Horizontal Merger, but who knows until the last card is played.
Really curious as to whether CL101 has accurately laid out the calendar for possible M and A news. Also happy to sit tight as long as necessary since there is so much value sitting here at a ridiculously low price...
good luck to all,
Atlanta1,
IF something like that played out, what do you think it would mean for current shareholders?
Best,
Amedica website looking very sharp, updated, well-written, convincing, global. Ready to help transition the industry into silicon nitride future. Nice to look at while in waiting mode.
Good luck to all,
Having picked up shares in the .20's, yes!
nice points Stealthways. Seems likely someone is paying to create this slow downward drift. Hunker down, hold tightly to shares (or accumulate) and wait for next stage of this drama to unfold.
good luck to all.
Thank you CL101, Another impressive post! Hopefully the final act is near. Meanwhile, adding shares.
Best
Boston745,
Accurate statement. Orchestrated noise is clearly ramping up.
Best
Solartech, I appreciate your recent posting, Thank you for the time and energy you've put in to this.
I do want to respectfully disagree in relation to Jamis1's skills as a detailed reader, and additionally the insights this investor group brings to "technicalities" of all sorts. Understanding the technicalities of both the business and the science behind is key.. I hope this board keeps pulling things out of the shadows into the light. IP is particularly crucial at this point in time as we (hopefully) transition to sales...
But, Jamis, I do have to wonder how you were not just reading the Bayer patents, but comparing versions too!
Best regards to all,
Voted Yes. No Question.
CL101 has laid out the basic case several times for anyone needing reminders or review.
Will a "No" vote force "better communication" from management/BOD? Give me a break. Strategic moves cannot--will not--be revealed to calm shareholder anxieties.
Sonny has confirmed his alignment with shareholders interests.
CL, Boston et. al. have significantly helped lift the veil on the complex deal that is likely unfolding. Too hard to follow? To theoretical? Invest elsewhere.
All cap request on proxy to vote "TODAY" tells me this vote matters more than usual--even for the small amda shareholder
New characters recently appearing on this board, and ramping, silly, campaign advocating "No" vote also tells me this vote matters more than usual for shareholders.
Voted Yes, sitting tight, happy to watch things unfold.
All in my humble opinion. Best of luck to all.
Excellent post! Thanks Techxen.
got it. Old habit of locating news..
"things I don't know" are the topic of another bulletin board.. Yahoo finance not cooperating, nothing on company website. I'm sure it'll pop up shortly.
Best,
Link? Thanks
Thank you CL!
All, fwiw,
If application of Cytosorb in military uses speeds ahead of FDA approval timelines, we might eventually be looking at the Department of Defense requesting a waiver for cytosorb use from the FDA. Here's a link to an article that explores that issue related to specific not-yet-fda-approved drug use during the Gulf War.
Waiving Informed Consent: Military Use of Non-FDA--Approved Drugs in Combat
glta
Wow CL101, Just when I was thinking you had taken a well-deserved break, you drop a mega-post on M&A.. Thanks, looking forward to digging through it in more detail this weekend.
Meanwhile, off-topic, I'm a big fan of Salman Khan/Khan academy from a home school year with my son years ago. His humble approach to online teaching single-handledly out-performed major online initiatives by M.I.T for example and other big institutions. He's big time now, but in the early days he aligned with your own simply stated interest in sharing information. Khan defected from the hedge fund world, I recall, and reclaimed his soul with free, global, education. Thanks for linking him here.
Best to you