Am I missing something?
How does 15% shareholder Amerop out vote 48% shareholder Drexler?
- there is no shareholder vote - the BOD (exclusive of the conflicted out chairman) makes the call.
Drexler was granted the board seats in the valid convertible debt contract. Yes the notes are due on Nov 7, 2017. - the board seats granted to drexler have already been filled. They have a fiduciary duty to the company, and would be open to an investor lawsuit if they failed to act (admittedly, not an impossibility)
How does Amerop legally gain title outside of bankruptcy disposition of assets in which Ryan clearly owns title? - there is no bankruptcy. the notes get paid on Nov. 7. Drexler's security interest ceases to exist.
Your slow motion coup lacks logic or legal precedent. - in light of the above, I disagree
This is clearly dumb investor panic by Amerop in slow motion realizing he was duped. - I don't disagree
Amerop is free to go ahead an sue but good luck common shareholders. The sand has passed through this hourglass. - the only basis for a lawsuit would be for a failure to consider a viable alternative to Drexler's foreclosure
The only reasonable option Buck Wessel may actually hold is forcing Ryan to convert/not convert on the deadline Nov 7, 2017 as that is Ryan's contractual option. - Why is this the only option?
Buck can't sweeten the offer 1 penny better than Ryan on the due date and trump/steal Ryan's position. If the company sells securities in a private transaction and uses the proceeds to pay off the notes, it doesn't have to be one penny better. It just needs to satisfy the outstanding debt.
Ryan has the exclusive legal option to convert at $1.83 This transaction doesn't contemplate a conversion. It's a an purchase of newly issued restricted shares.
If Ryan chooses not to convert, then fiduciary duty applies, but Buck is not offering working capital. He is only attempting to steal control from Ryan at this point in the letters. - Uh huh. And this is a bad thing? If there is new leadership that is willing to invest directly (or potentially open the door to subsequent public offerings) to ensure cash flow (rather than usurious notes) while fixing all the broken stuff, I don't see a net negative.
This in no way benefits common shareholders - says the guy who has spent years screaming about incompetent management and floating conspiracy theories about a BK facilitated takeunder. If the option is satisfy the debt (at the expense of dilution), or see that debt drive the company out of business, have the assets claimed in foreclosure, and lose all shareholder value, I'm pretty sure most common shareholders would be fine with the dilution.
