Per your request and in reference to the remainder of your statement ; "Please explain this without the spin"
1st, I'd recommend reading the DD by the BioAmber shareholders put forth on this board. informative posts such on 78751 & 78755 would be a great start.
If you need a pre-cursor as to why all this DD has been performed, please refer to the pics below and refer to the term 'Subscription price' as noted in the PWC monitor's reports & outlined in post 78755;
Below: Documented meaning of the term 'Upfront Purchase Price' as it was used to describe another transaction and "how" Upfront Purchase Price ascribes to the term'Subscription price'
Market Data 
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