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Re: None

Monday, 08/28/2017 11:46:08 PM

Monday, August 28, 2017 11:46:08 PM

Post# of 40909
AMDA DDs & opinion …

DREWS:

You're welcome!

---------------------------------------------

I had quite a few errors & typos on the previous post so I edited.

Look at this:

http://www.nasdaq.com/symbol/amda/historical (3 months data)

&

https://www.google.com/finance?q=NASDAQ:AMDA (6 month chart)

I can tell you that hedge fund FAILED to bring this down to 10 Cents after their PLANNED attack! Their goal was to sold 2-million shares @ 30-cent range & bought back @ 10-cent range or lower! (Obviously they know what "long-lived assets audit" is & they want all the shares to themselves! They are pissed that someone bought these millions of shares after their FAILED attack & the price per share jumped back to 40-cent range.

And this:

https://fintel.io/so/us/amda

tells me that the ones bought these millions of shares WEREN’T toxic hedge funds.

There are many hidden groups (in the industry w/ more info & connections) that want tons of cheap shares...could that be the reason there are so many new alias & BEARS show up lately...knowing their days are numbered! Trying to scare the bulls into selling shares by tossing out dif. types of Fears, Uncertainties, Doubts BS.

….ahem … ahem … wink … wink … wink…...

What will happen to the short interest of millions of shares in case of M&A news!? I can feel the panic from BEARS!

MORE NOISE FROM BEARS...ESP. CLAIMING TO HAVE CONTACT W/ IR &
THE ATTORNEY WOULD SLIP OUT CONFIDENTIAL TO THEM.

SOUNDS ILLOGICAL!

==========================================================

BK = HELL NO on this! Hercules Loan is possibly paid off as of now = NO
DEBT!

Dilution = Sonny loan kill the BS spin about dilution (to pay off Hercules Loan & ready to sell AMDA) = THE BEARS LOST THEIR SAFE NET

OTC = NEVER … R/S vote proposal to play stall tactics to close the OBVIOUS M&A in the making

NO effects R/S…see below…R/S voting was clearly for hearing process to buy time for their M&A plans:

#1 AMDA has the proposal for R/S.

# 2 AMDA has filed DEF Proxy &

# 3 Basically, AMDA executives voiced up & encouraged shareholders to VOTE esp. TODAY. (showing commitment)

“Your vote is important, no matter how many or how few shares you may own. Please vote TODAY by telephone, via the Internet, or by signing, dating and returning the enclosed proxy card in the envelope provided.”

http://ih.advfn.com/p.php?pid=nmona&article=75472851

# 4 etc…some plans

@@@ The R/S subject should be in the rear-view mirror by now @@@

All of the above is to QUALIFY FOR THE HEARING PROCESS = THE BULLS JUST GAIN A SAFE NET = No delisting = Extra time to wrap up the M&A

================ BID PRICE LISTING ISSUE EXAMPLE =============

Examples from Boston:

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133232007

I dug in their SEC filings & below is the breakdown of their process:

http://investors.vcel.com/releasedetail.cfm?releaseid=429181

http://investors.vcel.com/secfiling.cfm?filingID=950123-09-69583&CIK=887359

Received Delisting Letter (Exhausted all allow extensions) = 10.02.2009

Notify Investors Regarding Delisting Letter = 10.07.2009

Request Oral Hearing = Receiving Delisting Letter + 7 days = 10.09.2009

Hearing Date = Request Oral Hearing + 45 days = 11.24.2009

Hearing Result From Nasdaq = Hearing Date + 14 days = 12.08.2009

Notify Investors Regarding Hearing Result = 12.09.2009

Granted Until = 03.31.2010

*** RECEIVED Delisting Letter until new deadline = 180 days ***

================== LATE FINANCIAL REPORT ISSUE EXAMPLE ===========

They had Form NT (Non-Timely) filings for 2015 10K, 2016 Q1, 2016 Q2 = similar to AMDA scenario!

https://www.sec.gov/Archives/edgar/data/1599947/000159994716000196/terp8-kdelistingnotificati.htm

https://www.sec.gov/Archives/edgar/data/1599947/000159994716000204/terp8-knasdaqdelistingstay.htm

https://www.sec.gov/Archives/edgar/data/1599947/000159994716000216/terp8-knasdaqhearingdecisi.htm

Received Delisting Letter (Exhausted all allow extensions) = 09.08.2016

Notify Investors Regarding Delisting Letter = 09.09.2016

Hearing Advisor informed Hearing Date Schedule = 09.19.2016

Hearing Date Scheduled On = 11.03.2016

Hearing Result From Nasdaq = Hearing Date + 12 days = 11.15.2016

Notify Investors Regarding Hearing Result = 11.16.2016

Granted Until = 03.10.2017

*** RECEIVED Delisting Letter until new deadline = 180 days ***

========================================================================
After I have dug in many examples, I can sum up that Nasdaq is very consistent with their decision on granting extra time to regain compliance after the hearing process regardless what type of listing issues ($1, NT, Equity..etc)

==================== AMDA Scenario =============================

As long as they ask for a hearing within the deadline of 7 days from the day they received the delisting letter together w/ all the essential requirements from Nasdaq. I am sure Nasdaq will grant them 180 extra days from the day they received delisting letter to the new, future deadline.

Below, I lay out the whole set of days in order & the prediction of how Sonny & Team will play their stall tactic…so they can wrap up the OBVIOUS M&A w/o worry about being delisted. Once the M&A is done, they will file Form 25-NSE to retire AMDA securities voluntarily:

Black color = Bid Price Issue RED color = Financial Filing Issue

1*Received Delisting Letter (used up all extensions) = 08.22.2017

2*Notify Investors Regarding Delisting Letter = 08.25.2017

3*Request Oral Hearing = Receiving Delisting Letter + 7 days= 08.29.2017

1@Received Delisting Letter = 09.28.2017

2@Notify Investors Regarding Delisting Letter = 10.02.2017

3@Request Oral Hearing = Receiving Delisting Letter + 7 days= 10.05.2017

4*Hearing Date = Request Oral Hearing + 45 days = 10.13.2017

5*Hearing Result From Nasdaq = Hearing Date + 14 days = 10.27.2017

6*Notify Investors Regarding Hearing Result = 10.28.2017

4@Hearing Date = Request Oral Hearing + 45 days = 11.19.2017

5@Hearing Result From Nasdaq = Hearing Date + 14 days = 12.04.2017

6@Notify Investors Regarding Hearing Result = 12.052017

7*Granted Until (Bid price issue) = 02.18.2018

*** RECEIVED Delisting Letter until new Deadline (180 days) ***

7@Granted Until (Late financial filings) = 04.01.2018

@@@ RECEIVED Delisting Letter until new Deadline (180 days) @@@

We will not have to worry about delisting until next year! As you can see from above info, we have a SUPER SAFE NET to deter delisting. All we need is to stay listed until 3rd week of OCT (latest) based on my predictions of when the M&A will be announced (I don’t have a crystal ball. I could be wrong!). There will be 3 scenarios:

*** As little retail investors, we only care about the day they shoot out the M&A news (BLUE SHADE DAYS ON THE CALENDAR)…the day we all can cash out $$$$$ ***

#1 Close the deal before 4Q (high chance & makes most sense for
Zimmer)

http://imgur.com/a/jRdNd

@ Zimmer needs to own Si3N4 before they use it to show off at the 2 upcoming events (CNS & NASS):

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133971240

@ CSC + Valeo will be submitted in OCT per their SEC filing in June (looks like they planned to use Z’s big name to persuade FDA):

https://www.sec.gov/Archives/edgar/data/1269026/000149315217006356/ex99-1.htm

@ Zimmer’s interim CEO & CFO said they will grow in spine 4Q (yes, only If they own Si3N4 tech by 4Q)

@ I believe they will increase X% of their OS (Book on 3Q) to pay for AMDA, based on my previous calculations:

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133833100

@ Zimmer’s former CEO stepped down, no replacement yet (who are they waiting for or what event are they waiting before they announce the new CEO (Don’t you think it’s weird, it has been 2 months)?

http://www.insideindianabusiness.com/story/35860766/zimmer-biomet-ceo-steps-down

@ President of Spine steps down on September 1st, who will replace him? Dana? Long? Sonny? 2 "black ops" VP from Z finally can be back to their own company...& possibly get a promotion to higher position too!

https://www.sec.gov/Archives/edgar/data/1136869/000119312517232884/d430443d8k.htm

This Friday, Sep 1st, 2017, there is a big chance they will announce the M&A news as the President of Spine steps down. Key Element of Leadership Integration in a M&A result ... Like the way this M&A example:

https://www.bizjournals.com/triangle/news/2017/06/26/inc-research-inventiv-health-reveal-more-post.html

I am expecting they will announce these on the M&A news as well. Who will be the next Spine President & CEO...all of these combined news can all be on the M&A news. This can't be just a case of coincidence ...should be all planned out by Z&A beforehand @@@

Also, Monday = Holiday...so Sep 5th, 6th, 7th (meeting day) could be a good time to announce the news as well.

Like Boston previous example (XACTLY):

1. 05.11.2017, announced an annual meeting to meet on 06.30.2016

https://www.sec.gov/Archives/edgar/data/1322554/000119312517167280/d337126ddef14a.htm

2. Before the meeting date, they announced the M&A news on 05.30.2017

https://www.sec.gov/Archives/edgar/data/1322554/000119312517186416/d384863d8k.htm

3. They met at the annual meeting & 1 day later they announced the voting results (met on 06.20.2017)

https://www.sec.gov/Archives/edgar/data/1322554/000119312517209476/d396371d8k.htm

4. They announced a special meeting date to vote on the proposed M&A on 06.29.2017

https://www.sec.gov/Archives/edgar/data/1322554/000119312517217331/d413349ddefm14a.htm

5. After the special meeting day to vote on M&A, they closed the deal on 07.31.2017

https://www.sec.gov/Archives/edgar/data/1322554/000119312517241589/d435275d8k.htm

6. The same day they closed the deal, they voluntarily filed Form 25-NSE to delist their ticker.

https://www.sec.gov/Archives/edgar/data/876661/000087666117000433/xslF25X02/primary_doc.xml

Could our M&A scenario timeline similar to Xactly's? 2 meetings? I don't know. Are we required to vote? Or they have voting power to help us vote? I am dying to see the news & the details of this OBVIOUS M&A. Guessing the time of the M&A news is a pain. I know we are very close to the end! I feel it!

#2 Close the deal before CNS Meeting (moderate chance)

http://imgur.com/a/hiCEL

The announcement day range isn't much diff from prediction #1 above. Also, they will have to book the M&A on 4Q. Contradiction w/ my calculations of Z's expecting of increased OS in 3Q.

#3 Close the deal before NASS Meeting (slim chance)

http://imgur.com/a/T1ToP

This will take away 1-month of anticipated revenue growth of Spine from Z...which I give this scenario a very low chance.

========================================================================
If R/S ever be used to coordinate with share swapping in conjunction with swap ratio, it will only effect under 2 situations & it will be spelled out CLEARLY ON THE M&A NEWS:

PRIOR TO THE MERGER …

OR

PRIOR TO THE CLOSING OF THE MERGER…

You can find examples of the news announcements from my previous posts:

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133775048

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133838866

=====================================================================

Premerger Notification and the Merger Review Process

https://en.wikipedia.org/wiki/Hart%E2%80%93Scott%E2%80%93Rodino_Antitrust_Improvements_Act#Pre-merger_notification_and_filing_fee

https://www.ftc.gov/tips-advice/competition-guidance/guide-antitrust-laws/mergers/premerger-notification-and-merger

*** Confidential status – public won’t know about this – investors will find out via company news announcement ***

Unless…they both ask to have an early termination, then it will become
public info:

https://www.ftc.gov/enforcement/premerger-notification-program/early-termination-notices?combine=zimmer+biomet&field_date_value%5Bvalue%5D%5Bdate%5D=&date_filter%5Bmin%5D%5Bdate%5D=&date_filter%5Bmax%5D%5Bdate%5D=

*** Keep checking on this page, IF they ever filed & asked for early termination, Z&A will show up ***

*** If they filed & go to the normal review process w/o asking for early termination, then it won’t show on this page ***

*** Due to their stealthy move on this M&A….I doubt it will show on this page ... not until the deal becomes public ***

======================================================================

Also, they can always fix their late filing issues using CT ORDER SEC filings to hide their financial numbers from hostile bidders:

http://www.investopedia.com/stock-analysis/2008/sec-allowing-too-many-secrets-on-wall-street-ctcm-sbgi1015.aspx

*** Too many ways for them to make this deal as stealthy as it could be

*** Hence the BEARS keep BS about no financial report…part of their plans to hide it legally & BEARs are pissed! ***

The deal can be announced any moment now & quickly vote (if need to) & close at the speed of light…CHECKMATE! Amazon closed Whole Food deal 1 day after their voting day.

*** Karmic Justice is coming very soon ***

================================================================

Disclosure:

Long & Strong until the end!

BEARS are so desperate & try to give out stock advice to fool BULLs into selling their shares.

DON’T SET STOP-LOSSES OR ELSE YOUR SHARES WILL BE TAKEN BY M&M chocolate!

MORE NOISE FROM BEARS...with intention to convince Bulls to sell their shares

BEARS TRY PLAY A ROLE AS SUFFERED LONGS & TRY TO ACT LIKE A VICTIM

ALL BULLS HOLD TIGHT TO YOUR SHARES!
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