Corgenix Medical Corp. (fka CONX)

[levelnever]

Alot in that merger agreement, closing conditions, and subsequent documents that make you wonder how they are even going to close the merger deal. Based on doing initial DD, after seeing that volume spike today, not sure the market is pricing in the possibility that this merger won't be realized. Seems market may just be starting to pricing in the potential significant upside if deal falls through, versus the more limited downside risk. Could be in dollar land and beyond if there is no merger, down to .27 if there is. Of course, just my two cents, but that's not a bad bet to make.

While there is much more in those recent documents that make you wonder, here is just one of them:
http://www.sec.gov/Archives/edgar/data/1063665/000110465914063526/a14-20099_18k.htm

Consummation of the Merger is subject to various closing conditions, including (i) the adoption of the Merger Agreement by the holders of a majority of the outstanding shares of the Company’s common stock entitled to vote on the Merger (the “Shareholder Approval”), (ii) obtaining all consents or approvals from any governmental entity, (iii) the absence of any pending legal action in which an unfavorable judgment would prevent the consummation of the Merger and (iv) the absence of any order or injunction prohibiting the Merger. Each party’s obligation to consummate the Merger is subject to certain other conditions, including (i) the accuracy of the other party’s representations and warranties contained in the Merger Agreement (subject to materiality exceptions) and (ii) the other party’s performance in all material respects of all obligations required to be performed by it under the Merger Agreement.  In addition, the obligation of Parent and Merger Sub to consummate the Merger is conditioned upon the absence of any condition, circumstance, event, change, occurrence, state of facts or effect that has had or would reasonably be expected to have a material adverse effect on the business, financial condition, assets or results of operations of the Company or the ability of the Company to perform its obligations under the Merger Agreement or to consummate the Merger and the other transactions contemplated by the Merger Agreement (subject to various exceptions), along with the receipt by Parent of certain consents from third parties. Consummation of the Merger is not subject to a financing condition. If the Merger is not consummated by December 31, 2014, either party has the right to terminate the Merger Agreement, subject to certain conditions.

And this from the other week:
http://www.sec.gov/Archives/edgar/data/1063665/000110465914067894/a14-21206_1prem14a.htm

We are aware of one purported class action complaint that has been filed in the Second Judicial District Court of the State of Nevada in connection with the merger: Rauenzhan v. Corgenix, et al., No. CV14-01907, filed on September 4, 2014. The complaint names as defendants us, each member of our board of directors, Buyer and Merger Sub. The complaint alleges that the board of directors breached its fiduciary duties and that we, Buyer, the Merger Sub aided and abetted those purported breaches, in connection with the proposed merger. The complaint challenges the Merger Consideration as inadequate, and makes a variety of other allegations, including the following:

Am going to keep digging on this case and other elements of the filings to see if there is something that can best explain that volume spike of interest today. It does though seem that already one of the closing conditions is not being met. We'll see how it plays out.