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boston745

06/16/17 9:58 PM

#8682 RE: stealthways #8680

Thats how it looks to me stealth. I mean why else would Zimmer's consulting surgeons be involved with trials? It would be one thing if they were consultants for a few major companies but no they are only Zimmer consults plus a couple smaller companies.

Then there is Terry Corbin who is involved with both trials and often works in Netherlands but lives near Zimmer Spine division & Medtronic as a freelance consultant.
I guess its entirely possible for Sonny to have recommended these guys because he was a Zimmer consulting surgeon then....but he also consulted for Medtronic & ConferMIS. Why no surgeons connected with those companies?

As i already said I think before 2013 Zimmer was curious and made suggestions for trials including suggesting certain individuals to head trial. Once the results were compiled for cascade I believe Zimmer chose to initiate a development deal similar to what it had with Implex. Followed with a deal for dental development in 2016 after they proved SiNi to be antibacterial.
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CL101

06/17/17 5:04 PM

#8687 RE: stealthways #8680

Finding FAIR VALUE is the key to successful acquisition. Either the deal price favors Zimmer Biomet or Amedica will quickly triggers this type of investigation (see how fast it happened? ...instantly, moment right after the announcement of Amazon acquiring Whole Food Market):

http://www.marketwatch.com/story/whole-foods-buyout-by-amazon-investigated-by-shareholder-rights-firms-2017-06-16

Especially, Sonny's relationship with Zimmer Biomet David:

http://www.oref.org/about/governance

Make them have to be more careful on the valuation of acquisition price! Preventing lawsuits against the boards of both acquirer & target company post acquisition regarding if the board breached fiduciary responsibilities with the price of the sale of the company.

Meticulously measuring the FAIR VALUE of this speculative acquisition is extremely important for both Zimmer Biomet & Amedica. Zimmer Biomet had bad reputation with SEC lately, and the SEC is probably closely watching them:

https://www.sec.gov/news/pressrelease/2017-8.html

http://www.reuters.com/article/us-zimmer-biomet-penalty-idUSKBN14W2RV

Once must think why they settled this case in Q1, 2017? Are they preparing themselves for the next big acquistion in process? Hmm...Don't you guys see the timing of all these activities? Even the China manufacturing facility issues resolved lately...Hmm.

All this ongoing scrutiny of Amedica's 3 years fiancial reports (GAAP) is also very important & they actually found errors regarding the stocks, warrants, cash dividends, etc... on their 3rd Quarter 10-Q, 2016:

This is their 10-Q/A for 3rd Quarter, 2016 to address the found errors:

http://investors.amedica.com/all-sec-filings#document-1692-0001493152-17-004119

Acquirer's long list of homework:

https://www.forbes.com/sites/allbusiness/2014/12/19/20-key-due-diligence-activities-in-a-merger-and-acquisition-transaction/#2ca2ea804bfc

Now look at...11. General Corporate Matters. Counsel for the buyer will invariably undertake a careful review of the organizational documents and general corporate records (including capitalization) of the target company, including:

Lists of all security holders (common, preferred, options, warrants)
Stock option agreements and plans, including both standard documents and any deviations therefrom
Warrant agreements
Stock sale agreements
Stock appreciation rights plans and related grants
Agreements granting restricted stock units
Stockholder and voting agreements
Stock-related preemptive rights, registration rights, redemption rights, or co-sale rights
Agreements restricting the payment of cash dividends
Evidence that securities were properly issued in compliance with applicable securities laws, including applicable federal and state blue sky laws

More dots are being connected about buying Amedica in being in processed.