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Re: OneDay4488 post# 40919

Friday, 10/27/2023 4:07:05 PM

Friday, October 27, 2023 4:07:05 PM

Post# of 42925
I can always count on you to require additional explanation in order to understand what I'm trying to say.

The action taken involved the acquisition of TeraImmune. The former, and now current auditing firm that Baudax has engaged, identified a,"... material weakness related to the implementation of purchase price accounting principles related to the acquisition of TeraImmune, Inc. The material weakness identified did not result in the restatement of any previously reported financial statements or any related financial disclosure, nor did management believe that it had any effect on the accuracy of the Company’s financial statements for the reporting period ended June 30, 2023. This reportable event was discussed among the Company’s management, the Audit Committee, and EisnerAmper. EisnerAmper has been authorized by the Company to respond fully to the inquiries of KPMG, the successor accountant, concerning this reportable event."

https://www.sec.gov/ix?doc=/Archives/edgar/data/1780097/000119312523262285/d564363d8k.htm

You may recall that Black Horse filed an amended 13G stemming from an equity purchase of Baudax shares the day they acquired TeraImmune.

https://www.sec.gov/Archives/edgar/data/1293310/000101359423000819/0001013594-23-000819-index.htm

So the issue is, if there is a problem with the purchase price accounting principles by Baudax, might that problem extend to Black Horse?

An issue with SpongeTech's auditing firm caused the Public Company Accounting Oversight Board (PCAOB) to order an audit every 10-K and 10-Q for the past year (and it may have even been 2 years, I can't recall specifically). Expensive and time consuming, especially when the CEO used his suit pockets to file things in.

I also recognized that I did not see enough information to conclude that the Baudax transaction was related to us, or just to Black Horse. I just concluded that it was a Humanigen transaction exercised through our financing arm. I also said that I could not keep up with the former Baudax controller, and the way she structured transactions through multiple merger-subs.

The thing is, I don't think Humanigen has claimed the transaction yet, so our second quarter 10-Q may be clean. From the Expert Market, we can submit our Q2 and Q3 filings, with news, and with stock transaction notifications, without getting bogged down in this mess.