BioAmber Inc fka BIOAQ

[rockettjay]

Wow, Looks like I was wrong to sell...

There are two sale agreements, the APA for the US assets and the Canadian sale Agreement.

I'm buying back in tomorrow.

Page 10....
https://drive.google.com/drive/folders/14Ot3lRdazyO2qpIhysBfOaJC7u9dZ0b-

H. A royal b ~ this Court
33. The substantial majority of the assets to be sold are in Canada and, thus,
the Foreign Representative seeks this Court's recognition and enforcement of the Canadian Sale

9

DOGS SF:97278.3

Case 18-11291-LSS Doc 15 Filed 09/20/18 Page 9 of 19

Order with respect to such assets. Certain of the assets to be sold pursuant to the APA constitute
assets located in the United States. Thus, in addition to seeking recognition, the Foreign
Representative seeks this Court's approval of the sale of assets located in the United States free
and clear of any liens, claims, encumbrances, and other interests.

34. By this Motion, the Foreign Representative seeks entry of the Proposed
Order recognizing and giving full force and effect to the Canadian Sale Order approving the sale
of the Assets under the APA.

35. As described in the Arlette Declaration, the bid for the Assets that is
memorialized in the APA represents the highest and best offer for the Assets. Further, entry of
an order recognizing the Canadian Sale Order is a condition precedent to the closing of the Sale.
Absent the relief requested herein, the Company and its creditors will likely suffer irreparable
harm through a piecemeal liquidation.

36. In addition to seeking recognition and enforcement of the Canadian Sale
Order approving the APA, the Foreign Representative requests that this Court, pursuant to
sections 363, 1507, 1520, and 1521 of the Bankruptcy Code, authorize and approve the sale of
the assets located in the United States (collectively, the "U.S. Assets") in accordance with the
terms and conditions of the APA. The U.S. Assets are minimal relative to the Assets as a whole.
Prior to the Commencement Date, the Company owned de minimis assets in the United States,
limited to an office lease and certain furniture and other personal property.