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07/04/18
11:05
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Originally posted by nameuser
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Doole, i think the below statement from 2011 is the one that brings about the confusion. The admistrator asked for some registration formalities which were done. How things got to where they are now is somewhat perplexing.
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HC Berlin Pharma AG (in liquidation);
In 2008 HC Berlin Pharma entered into an agreement with Eastland to acquire the exclusive manufacturing rights to ArTiMistTM in specific territories. The Licence granted to HC Berlin Pharma by Eastland was the subject of an in‐kind capital contribution and in 2008 Eastland was issued with 8.0 million one euro shares in the capital of HC Berlin Pharma in exchange for the manufacturing rights.
In April 2010 the Directors of Eastland informed the ASX that it had become aware of inconsistencies between the independent valuation and the underlying documents submitted to the Commercial Register by HC Berlin Pharma. These inconsistencies arguably rendered the €8 million in‐kind capital contribution invalid. Eastland received legal advice from its German lawyers Hogan Lovells LLP that there were a number of provisions under German Law to repair the contribution in order to avoid any claim for a default cash contribution.
In June 2010 HC Berlin Pharma was placed in provisional Administration.
Based on legal advice from Hogan Lovells, your Directors formed the view that any claim by the Administrator to substitute the in‐kind capital contribution for a default cash contribution of 8.0 million euro would have no merit and would be defended.
On the 27th July 2010 the Administrator requested that Eastland register the manufacturing rights held by HC Berlin Pharma (in liquidation) against the patents and on 31st August 2010 Eastland informed the Administrator that it had taken the appropriate steps to do this. On the 16th September 2010 the Administrator confirmed that once the registration was verified that any claim against Eastland for €8 million would cease to endure. This process is ongoing.
The Administrator subsequently asked that Eastland confirm that the Administrator has the rights to dispose of the manufacturing rights. Eastland has never disputed HC Berlin Pharma’s entitlement to the Manufacturing rights and advised that the rights to disposal are as set out in the License Agreement.
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Thanks name. Excellent post. I couldn't find that bit. So this is what the current management apparently did an about turn on/didn't do as had previously been agreed with the Administrator. This is the bit I feel like a stuck record about. No answer from sud. no announcements. Only the Administrator saying there was an agreement and a German court finding that sud has something to answer on that
Last edited by
Doole :
07/04/18