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07/17/13 5:17 PM

#291813 RE: RisknReturn #291809

risk: You jumped from the factual to theoretical in one sentence. While we can not show the actual conversion number because it has never been released, it is not legal to convert below par, because conversion is the issuance of shares on demand.

The entity to confirm the actual conversion price is the registered agent or you can raise the issue with the Court of Chancery.

I think it is entirely silly to think YA, NeoMedia, and the trustee are colluding to convert below par. I know it is a dramatic theory to fuel conspiracy theories that NeoMedia stirs with lack of investor communication. However, the very idea of it lacks imagination.

If these three entities were found to be colluding to convert under par, the liability would be enormous and it would be the end of days for NeoMedia. NeoMedia has a real liability when market share price falls below par and adding below par conversion would exponentially multiply the problem.

So how would NeoMedia legally affect a conversion representative of a below par transaction? Not saying they are doing any such thing, but I can think of two without getting creative.