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Re: ssc post# 362731

Tuesday, 10/08/2024 7:15:43 AM

Tuesday, October 08, 2024 7:15:43 AM

Post# of 362774
SSC, I can see you’re quite frustrated, but let’s focus on facts and respectful dialogue, rather than insults. I’ll address your points one by one to clear up the misconceptions and provide further clarification.

1. Consistency Regarding Offor’s Shares:
You’re pointing out a supposed contradiction between my earlier statement and the recent speculation about Offor’s share acquisition. Let me clarify: my initial statement was to suggest that Offor didn’t necessarily purchase shares on the open market, but rather obtained them through structured financial agreements with the company. That doesn’t mean all of Offor’s acquisitions occurred in a single, straightforward transaction or that they bypassed the need for disclosure. It’s quite common for insiders to structure share acquisitions in stages or as part of a broader debt or equity restructuring plan, which isn’t necessarily transparent in real time.

The idea behind the speculation I raised later is that some of these transactions or agreements could have taken place in the context of negotiations or restructuring plans—thus, not all activity would have been immediately reported, particularly if there were confidentiality agreements in place, like a gag order. I acknowledge that you haven’t seen such a gag order, but this is a plausible scenario in corporate restructuring when companies are under financial strain.


2. Maxing Out the Authorized Shares:
You’re correct that ERHC did max out its authorized shares after the reverse split. However, that’s exactly why Auctus couldn’t convert its debt into shares, which it cited in its lawsuit in Massachusetts. Auctus’s inability to convert doesn’t mean Offor didn’t acquire a controlling interest through different channels earlier on. If Offor or entities related to him were able to convert their shares first, they could have done so under different terms or at an earlier point, leaving Auctus without room to convert. This would also explain why Auctus was left holding the bag and unable to convert its debt into shares.

As for Offor acquiring close to 3 billion shares, let’s be clear: the notion here is that Offor accumulated his position over time, possibly through convertible debt conversions and other mechanisms that allowed him to gradually increase his ownership. There’s no assertion that Offor suddenly obtained 3 billion shares directly from the company all at once after the share cap was reached. Rather, it’s a gradual process that happened in conjunction with debt restructuring and convertible debt arrangements, some of which occurred before the authorized share count was maxed out.


3. Convertible Debt and Trading Volumes:
Regarding your points on convertible debt holders and who was converting or selling shares: We know many convertible debt holders converted their debt into shares at below-market prices and sold large amounts into the market. This is reflected in the significant trading volumes during that period. However, as I’ve noted, Offor likely took advantage of these sell-offs to accumulate his position. Everyday shareholders weren’t buying in these volumes—many were selling, believing the situation to be toxic, while short sellers were also likely adding pressure to the stock.

So the question remains: who was doing the buying? It seems unlikely that regular shareholders, who largely viewed the company as burdened by toxic debt, would have stepped in at those levels. This points to Offor or entities related to him as the logical buyers. After all, Offor had the financial motivation and resources to maintain control of ERHC, and the volumes suggest that someone with deep pockets was accumulating shares.


4. Short Sellers and Risk:
I understand your skepticism about the short squeeze narrative. But it’s not unreasonable to consider that some shorts might have targeted the stock during a period of perceived distress, anticipating further declines. You’re right that the gains on a $.0001 short might be minimal in percentage terms, but for shorts looking at the bigger picture, this would be part of a broader strategy. The risk-reward in these situations isn’t always so clear-cut, especially when the company is perceived to be on the brink of collapse.

As for your suggestion that Offor might be waiting to "cash in" on his shares for billions, I never said Offor was sitting idly waiting for a massive payday. My point is that he accumulated these shares strategically, likely with a long-term plan in mind. Whether this involves dividends, a buyout, or merging ERHC with his other entities remains to be seen, but dismissing the possibility of a long-term play seems premature.


5. Catalysts and Company Future:
You mentioned the absence of any major developments like dividends or buyouts, but as I’ve outlined, there are still several potential catalysts that could shift the company’s trajectory. Whether it’s dividends from operational assets, a buyout by a major player like Shell or Total, or a merger with Offor’s other companies (such as Chrome or Starcrest), these remain legitimate possibilities. The fact that these events haven’t occurred yet doesn’t mean they won’t in the future.


6. The Bigger Picture:
Ultimately, I’m not claiming that every aspect of this situation is transparent or that every theory is without uncertainty. But that’s the nature of distressed companies and convertible debt situations—there are often complexities behind the scenes that only become clear over time. Offor’s actions, particularly around his share accumulation, suggest a strategic approach that could still pay off in the long term.

SSC, in addition to the points I’ve already clarified, let me address the Auctus situation directly.

If Auctus had been able to convert its debt into shares, it would have had every incentive to immediately sell those shares on the open market, just like other convertible debt holders did. Auctus was converting at a discount to the market price, which would allow for a quick profit from selling those shares. In that scenario, no lawsuit would have been necessary because Auctus would have recouped its debt by converting and selling.

However, since Auctus couldn’t convert due to the company coming so close to maxing out its authorized share count, it was left holding uncollectable debt. This is exactly why Auctus filed its lawsuit in Massachusetts—because it was unable to convert and thus had no other recourse to recover its investment.

This situation further supports the idea that those convertible debt holders who did convert and sell their shares were offloading large volumes onto the market, while Offor, likely recognizing the long-term potential, was the one buying up those shares. Everyday shareholders weren’t buying, and many were likely selling, perceiving the situation as toxic. If Auctus had been able to convert, it too would have sold its shares in a similar manner, but instead, it was left with worthless debt.

Instead of dismissing everything as "delusional" or "deceptive," it’s worth considering the nuances involved and that different pieces of the puzzle may not fit neatly together right now, but that doesn’t mean the overall picture is wrong.

Krombacher