The latest Investing Matters Podcast episode featuring Jeremy Skillington, CEO of Poolbeg Pharma has just been released. Listen here.
RBM - But they try, look at this for example;
"1.8 Knowledge
Any reference to the knowledge of (i) a COPL Entity, means the actual knowledge, after reasonable inquiry, of Peter Kravitz, Arthur Millholland, Tyler Johnson, Gabe D’Arthenay and Elizabeth Millholland (who, in each case, for the sake of clarity and avoidance of doubt, shall have no personal liability or obligations regarding such knowledge), and (ii) a Purchaser, means the actual knowledge, after reasonable inquiry, of Patrick Murphy (who, for the sake of clarity and avoidance of doubt, shall have no personal liability or obligations regarding such knowledge)."
So what does this mean, anything I put in the affidavit is considered 'knowledge' and irrespective on whether that knowledge is correct or not matter not as "in each case, for the sake of clarity and avoidance of doubt, shall have no personal liability or obligations regarding such knowledge" - just riddled with ridiculousness!
Just as an example of how COPL and KSV will use what they learn from these forums to their advantage have a look at how
they have had the audacity to reference a twitter posts by the CAG as if to justify the enormity of 'their' marketing campaign.
https://www.ksvadvisory.com/docs/default-source/insolvency-case-documents/canadian-overseas-petroleum/ccaa-proceedings/motion-materials/copl---affidavit-of-peter-kravitz-affirmed-april-18-2024.pdf?sfvrsn=de0eb286_3
"the CAG stated that they were in the process of contacting potential bidders who may be interested in participating in the bidding process. A copy of this social media post from X by the CAG is attached as Exhibit “G” hereto."
Which by the way is on the final page, Page 248 and wrongly labelled as Exhibit "H" - indeed in fact the whole document has incorrect labelling in relation to Exhibits and what they show, but it shows that they will try to use whatever we say here or on other social media to advance their own aims, walls have ears!
Did anyone look at the letter that KSV put out to potential bidders
https://www.ksvadvisory.com/docs/default-source/insolvency-case-documents/canadian-overseas-petroleum/ccaa-proceedings/motion-materials/copl---affidavit-of-peter-kravitz-affirmed-april-18-2024.pdf?sfvrsn=de0eb286_3
Exhibit E, no discussion of the billion barrel discovery, downplayed in fact, no discussion on CO2 or CCS, no discussion that their had been a potential JV or that a letter of Intent had previously been signed. No picture of Millholland falling of his chair, the whole thing reads so downbeat, its unsurprising when you read what they put out followed by the bid process and timelines their were no offers, rigged the bloody lot of it!
Did you also note that the 137 contacted by KSV were given by the applicants (read COPL) what did they do, like me in my assessment of which companies to mailshot, I looked at the top 150 with financial firepower, what did COPL do look at the same list but order it by those WITHOUT financial firepower, perhaps we need to see this list of 137 that were delivered to KSV.
T H E B I D P R O CE S S
▪ COPL and Province, under the supervision of the Monitor, are seeking binding bids for the acquisition of the business and/or assets of, or the equity interests in, the Applicants. The SISP Approval Order provides that an offer or combination of offers must, amongst other criteria, provide aggregate consideration payable in cash in full on closing equal to or greater than the following amounts, the aggregate of which is estimated to be at least $56 million, unless agreed upon by the prepetition lenders:
• all outstanding obligations under the Senior Credit Agreement (anticipated to be $44 million);
• all outstanding obligations under the DIP Term Sheet (anticipated to be US$11 million);
• any obligations in priority to amounts owing under the DIP Term Sheet, including any Charges (anticipated to be US$500,000 and $3.5 million);
• the amount of US$500,000 to satisfy the Bid Protections.
▪ Capitalized terms in the above list have the meanings ascribed thereto in the SISP.
▪ Bidders must familiarize themselves with the SISP's participation requirements and Qualified Bid criteria (as defined and described in the SISP), which this is subject to the terms of in all respects. The Applicants are authorized to finalize a stalking horse agreement as outlined in the Stalking Horse Term Sheet, which will be provided in the VDR promptly after it is finalized.
"Wadda, a good initiative, but which shareholder group did you say you were representing? I wouldn’t want Mr Denton to get confused due to multiple approaches."
A very important point, we need to look organised and efficient with a consistent message, not fragmented.
Personally I think all comms should be coming from the CAG but I hope and expect we get some guidance on this from MC on our zoom call.
I can only say thank God its Friday after reading some of these court documents, its extremely fortuitous that none of these KSV lot are standing in front of me
"9. In accordance with the SISP Order, the Applicants, with the assistance of the Financial Advisor and Monitor, have engaged in extensive marketing of the Applicants’ business and assets."
"13. Despite the considerable efforts of the Applicants, and the ongoing support of the Monitor and Financial Advisor in responding to diligence requests, among other things, the Applicants did not receive any letters of intent (“LOI”) by the deadline for submitting LOIs under the SISP (the “LOI Deadline”). "
extensive marketing, considerable efforts - What an F'ing joke
actually just to reiterate after a re-read: the underhanded nature of copl needs to be emphasised. it’s essential we recognise that this entire situation has been engineered by copl.
sometimes, i worry that as this process drags on, we might lose sight of why we’re here, grappling with concerns and seemingly clutching at any lifeline available. we must never lose sight of the fact that we find ourselves in this predicament because of millholland and gaffney. our focus has a danger of shifting over time—from richardson to anavio, now to the court process and a stalking horse, then to this latest document.
for a long time, i've pointed out that the true architect of our woes is millholland. he boasted about a scheme to bankrupt cuda and seize their assets cheaply. he lied continuously and used us to provide the groundwork and funds for his newly engineered asset theft. this entire debacle bears the hallmark of millholland and his accomplices: gaffney, cowan, and richardson. this is his cookie cutter process.
while our primary goal is undoubtedly to recover our funds, my deeper, more consuming dream is to see these perpetrators brought to justice in court. we are in a battle and we risk playing to millholland as our focus shifts to extremities allowing our gaze to drop from the real crooks. as the sisp is pushed through, millholland might think he's scored a point, but his arrogance will ultimately be his downfall.
unlike with cuda, who didn’t have a cag (cuda action group) and gave millholland no pushback, he now faces opposition from the copl action group who isn’t going to roll over. millholland has left a damning trail of evidence so extensive that in my opinion, he stands on more than just very shaky ground. i believe the sisp will proceed, but the true victory will be bringing down millholland, gaffney, richardson, and anavio—who at each turn seem to only make our case against them stronger.
it is this case that with the help of michael cotter, and the unyielding effort of 450 shareholders and others that will bring us the compensation and justice we deserve. let’s maintain our focus. i certainly will, and i’m committed to ensuring millholland faces the consequences of his actions.
millholland, if you’re reading this, know that my resolve is, and i hope i am not understating it here when i say, unshakeable, tenacious, resolute, unrelenting, inexorable, implacable, steadfast, determined, indomitable, unwavering, vigilant, and above all, i promise to be an absolute pain in your ****.
What I am trying to say is we need BP to support us because they have been made aware of the underhanded nature of COPL, I expect the best support would be given when they realise they are in the same place as us. As it stands I expect their gripe is with KSV and Summit. We need ideally them to see this is all a COPL engineered process. I agree the paragraph is poorly worded, in fact it reads better if you just remove the 'but only' from the second line.
In my view I will simply say I have zero trust in COPL (all directors), Summit, Anavio, and KSV. The huge number of initial documents produced by KSV, some running into greater than a thousand pages, just had to have raised suspicion.
It seems totally improbable and implausible that such extensive documentation could have be prepared in mere days or weeks, suggesting a premeditated plan spanning months, obviously involving KSV as well.
I do believe there could be potential in garnering support from BP, but only if we can demonstrate a concerted and covert effort to defraud and strip shareholders of assets, which would ultimately impact BP adversely. If we can expose the true nature of COPL's actions, which I believe we can, then there may be a possibility of them aligning with us. they are after all now also in the victims enclosure.
However, I want to clarify that I am not directly involved with the CAG. While I trust them to be aware of all emerging avenues, there's always a possibility of oversights, thus I think we should all be comfortable providing suggestions.
It is though for me and I would hope for others, enough to have just voiced the opinions and know that they have been considered.
We should avoid disclosing our intentions to the opposition. Even acknowledging a good idea could potentially arm them with information. Maintaining discretion is crucial, as public affirmations could be detrimental.
While forums offer a platform for sharing ideas, we should imo refrain from expecting explicit endorsements from RBM here. It's a delicate balance to play, but I believe caution is warranted, even if it means sacrificing some immediacy or involvement. I trust RBM to navigate this balancing act with prudence and seek advice as needed. However as I say these are just my feeling and my opinions others may differ and as such everyone's opinion is equally valid.
The contact person for BP Energy Company listed in the document is Derek Pontin. He is associated with Dentons Canada LLP, the law firm representing BP Energy Company in this matter. Derek Pontin can be reached at the following contact information:
Email: derek.pontin@dentons.com
Phone: (403) 268 7015
Fax: (403) 268-3100
He is designated as the point of contact for matters related to the bench brief submitted by BP Energy Company.
RBM that was a serious question as regards recruiting BP, I think there might be merit in Cotter contacting BP and bringing them up to speed with what we know and if they might wish to join the fight, particularly as based on the below, they are now also being shafted?
BP Energy Company's main objections to the proposed Approval and Vesting Order (AVO) are as follows:
1. Prejudice to BP's Interests: BP argues that the proposed AVO is prejudicial to its interests because it seeks to sanction a preference of one creditor over another of equivalent seniority. The order fails to meet the requirements of the Companies’ Creditors Arrangement Act (CCAA) and further fails to meet the criteria for the extinguishment of third-party interests.
2. Failure to Meet Statutory Requirements: BP contends that the proposed AVO fails to meet the applicable statutory requirements for approval under the CCAA. It highlights section 36(6) of the CCAA, which stipulates that proceeds from the sale of assets must stand in place and stead of the assets, with security attaching to the proceeds with equivalent priority. BP argues that the proposed AVO does not adhere to this requirement, as it directs proceeds to a singular creditor, thereby undermining the legislation.
3. Violation of Common Law Principles: BP asserts that the proposed AVO also fails common law tests, particularly in terms of fairness and equity. It cites the Soundair factors, which include considerations of whether sufficient effort has been made to obtain the best price, whether the interests of all parties have been considered, and whether the process has been fair. BP argues that the sale process was flawed, with efforts to market the COPL assets being limited, and the process stifling participation without delivering any consideration back to BP.
4. Reordering of Priorities: BP objects to the proposed reordering of priorities in insolvency proceedings, which it views as contrary to legal principles and prejudicial to its position as a senior secured creditor. It argues that allowing certain creditors to lift their pre-filing debt to a priority position ahead of other existing claims is akin to a rollup, which is prohibited by section 11.2 of the CCAA.
Overall, BP contends that the proposed AVO fails to meet legal requirements and common law principles, and it advocates for the rejection of the application.
A quick summary of the bench brief of BP
The document provided is a bench brief submitted by BP Energy Company in response to an application by Canadian Overseas Petroleum Limited (COPL) seeking an Approval and Vesting Order (AVO) with respect to a Stalking Horse Purchase Agreement. The document outlines the facts of the case, including the debt owed by COPL to various parties, the proposed sale process, and the interests of different creditors.
BP argues that the proposed AVO is unsupportable at law and prejudicial to its interests, as it seeks to prioritize one creditor over another of equivalent seniority. The document highlights legal and common law requirements for approving such orders, including considerations of fairness, creditor consultation, and the reasonableness of the sale process.
Ultimately, BP concludes that the proposed AVO fails to meet statutory requirements and common law tests. It asserts that rejecting the proposed AVO would open up various reasonable alternatives for COPL's restructuring, including extending the going concern, preserving employment, and enterprise.
The matter pertains to Court File Number 2401-03404 in the Court of King's Bench of Alberta, with the judicial center in Calgary. The document is filed by Dentons Canada LLP on behalf of BP Energy Company, with Derek Pontin listed as the contact person.
The document is structured with sections covering Introduction, Facts, Issues, Law and Argument, and Conclusion, and it includes references to relevant legal authorities and a schedule listing entities involved in the matter.
Overall, the bench brief presents BP Energy Company's arguments against the proposed AVO and advocates for the rejection of the application.
Well that was an interesting day, some bargains available. We just need to now pop back up after Majid has given his presentation and the current 9.35% dividend sinks in and what that might mean once the total return model is factored in, assuming we get some capital appreciation also.
i am not in matd, but i was, fairly heavily from 2018 until finally ending my investments here after having to trade hard, to just after around 5 years ago to leave with a tiny profit, years wasted listening to mike bucks bull****, this chap has more excuses and jam than almost any other director i have ever know (excepting arthur millholland but then he is a crook so slightly different). i have said for many years now heron will never get of the ground, just too much against it and total inept management, they should have left mongolia years and years ago having told the useless authorities that their country is not fit for western investment, too backward in their thinking and or corrupt.