FormerXBC Inc XEBEQ

RE:Good morning friends lol

[Magicmike67]

tamaracktop wrote:    If that piece was written by an analyst, or published in some newsletter, its author would be vulnerable to legal action, particularly if it was widely disseminated. It is false and misleading.
   I could dissect all the numbers mentioned, as well as all the extrapolations made, but in the interest of brevity, and given that it's Saturday morning, I won't. 
   If I can disprove the "supposed facts" that make up the foundation of an argument, and if I can prove them patently false, then the whole edifice of that argument crumbles. The credibility of the source of the argument goes out the window.
   Let's look at the description of the HyGear acquisition. The "author" writes"

"On December 31, 2020, the Company acquired 100% of Green Vision Holding B.V., the parent company of HyGear Technology and Services B.V. (HyGear) for aggregate consideration of $156,520,186, consisting of a cash payment of $66,390,912 and 10,014,364 shares issued "at a fair value of $9.00 per share,"

   This statement is irrefutably false. If it were true, that would have been a neat trick, as Xebec shares had never traded higher than $7 when negotiations were concluded.
    Clearly the writer overlooked the fact that part of Xebec's consideration for acquiring HyGear included assuming  18.4 million Euros of HyGear's debt. ( $28.6 million ).
   In so doing, the writer inflated the "fair market price" of Xebec shares to compensate for the difference between the cash consideration paid for HyGear, $65.2 million, and the total consideration of slightly more than $155 million.

 "Xebec Adsorption Inc. (TSXV: XBC) (“ Xebec ” or the “ Corporation ”), a global provider of clean energy solutions, is pleased to announce that it has closed its previously announced acquisition of Green Vision Holding B.V., the parent company of HyGear Technology and Services B.V. (“ HyGear ”) for aggregate consideration of €82.0 million (approximately $127.3 million) and the assumption of €18.4 million (approximately $28.6 million) in net debt."

    In assigning a $9 fair value to the xebec shares, the writer is using the December 31st close. That was the first time Xebec had ever closed at $9. The announcement of the closing came early that morning, and negotiations had wrapped up weeks earlier.
    The fact that the author of this piece completely messed up the numbers for the HyGear acquisition throws the entirety of the claims he or she makes into serious doubt.
   In actual fact, the value attributed to Xebec shares at the finalization of the acquisition was the 15 day rolling average of the closing price of Xebec shares up till and including December 8th. That price was $6.03.
   Here's another point in that post that seems incredible:

 "Airflow generated revenues of $5,156,718 and a profit of $190,239 from August 1, 2020 to December 31, 2020. If Airflow had been acquired on January 1, 2020, revenue of the Company for the twelve-month period ended December 31, 2020 would have been $63,263,104 and the net loss for the period would have been ($31,548,255)." 

    I might point out that when the Airflow acquisition was announced, the press release clearly says the following:

   "Air Flow had revenues of approximately $10.1M for the fiscal year ended December 31, 2019 and revenues are estimated to grow organically to $11.5M in 2020 with an EBITDA margin of approximately 10%."

    Read Newtrader's post again carefully. How could any possibly be expected to believe that company with a dozen or so employees that generated $5.1 miilion in revenues and $190,000 in profits in the last 4 months the year 20020 could have  generated $58 million in revenues and lost $31.8 million in the preceding 8 months?
   No offense to Newtrader, I doubt very much he wrote that, and I certainly read his posts.
   Unfortunately, that one was garbage and very oddly sourced, especially considering the details of the Hygear acquisition were clearly stated and 100% public information when the deal was announced:

 December 31, 2020

Xebec Adsorption Inc. (TSXV: XBC) (“ Xebec ” or the “ Corporation ”), a global provider of clean energy solutions, is pleased to announce that it has closed its previously announced acquisition of Green Vision Holding B.V., the parent company of HyGear Technology and Services B.V. (“ HyGear ”) for aggregate consideration of €82.0 million (approximately $127.3 million) and the assumption of €18.4 million (approximately $28.6 million) in net debt.

The hygear quote is from page 22 of the YE2020 financials.

The air flow quote from page 19 of the YE2020 financials.