Let's review what was not said. The truth always lies in what is NOT stated/avoided.
FACT 1
- Announcement tagged Morristown, NJ. CEO hosted "Analyst" Conference from NYC. Be prepared for AVYA to negotiate a tax benefit to move offical HQ back to NJ or NYState (as NY State has significant incentives currently available to compensate for the 2020 mass exodus). Be prepared for widespread layoffs in Durham as soon as they can exit the state without penalty for local tax incentives.
FACT 2
- Waxing Poetically about the path to the best Capital Structure in the market neglects to tell the REAL STORY that is laid out as clear as day in the actual restructuring papers presented to the court. What is missing from the Press Release and Marketing Spin Roadshow? APOLLO!APOLLO!APOLLO! Apollo began this game with Avaya in 2019. They were denied when the Board decided to pursue the Ring Central Partnership instead of alternative options. Then, they recruited board members to join their cause (Scott Vogel primarily). Vogel queued Apollo into the Subscription bubble busting and they essentially felt they had Chirico and McGrath up against a wall and they could threaten them with securities violations and get them to give in. They didn’t. They kept fighting. They recruited Masarek. Apollo figured Masarek would see the real numbers and naturally give in to allowing Apollo to devalue equity and get their payday. They had bought into the debt and had the chance to buy some more to give them that leverage. HOWEVER Apollo plan became comprimised when Masarek looked at the cash/debt and realized Apollo didn't have leverage. They were just being bullies and Masarek confidently communicated that all will be well.
FACT 3
- Just prior to new CEO news, there was another variable that Apollo didn't count on -- a large new shareholder that acquired shares over time that resulted in them owning 15% by July/Aug 2022. Combined with the CEO news and Masarek confidence, led to significant market momentum. Surge in shareholder confidence. Market cap improved. Higher Market Cap/ Avaya had better terms with the Lenders. Typically, that would result in a hostile take over group backing down. Accepting that they lost the corporate espionage game and moving on to the next target. But not Apollo.
Fact 4
- That began the 3 mos T-t-4-Tat game between Masarek and Pro-Apollo board members. Apollo planted interim CFO Becky Roof (of Alix Partners) . She was fresh from Faraday Future, where she, along with Avaya board member Scott Vogel, were RUN OUT BY FARADAY EMPLOYEES who KNEW they had only 1 objective --force BK to take equity ownership. Sadly, Avaya employees were WARNED. THEY WERE ENCOURAGED TO ASSEMBLE AND FIGHT. They did not. They sat back, scolded common share retail investors and neglected to realize that the retail investors were ON AVAYA EMPLOYEES SIDE. Apollo followed closely. They LOVED the tone deaf marketing evangelists who still proudly disdained shareholders. The retail investors wanted the same outcome as employees.
Fact 5
- Yet Employees just never understood. Most still dont understand what is really going on (and I am an employee). The same employees who sat back and believed the Subscription and Fake Cloud game were the ones who gaslit anyone who tried to address and expose that the Board of Directors were conspiring with Apollo to force all shares to be devalued to then take majority ownership position. In fact, I recall one of Avaya’s so-called ‘spokespeople’ on a call ignorantly theorizing that Apollo is not a bad idea, they can infuse money and help Avaya. He didn’t realize that Apollo was essentially taking over value by only buying into some debt for pennies on the dollar to use as leverage to STEAL from all employees and shareholders. The employees did Alan Masarek no favors. He FOUGHT. He was locked in an NDA and could say little. He gave it his all. Then he just couldn't overcome the layered manipulation of Apollo. His final act in his fight was releasing the "Cleansing Documents' in December to ENCOURAGE Lenders and Employees to fightback. Apollo and temp- Apollo-apointed-CFO did not want those released. All lenders were not on-board and it risked their plan.
FACT 6
- PIVOT That is when they cracked down on Masarek and he just wanted out of the drama and to move on. Hey accepted Dave Michels open-ended invitation to meet up. He began to socialize the idea of Bankruptcy (there is a lot of crossover in the timeline here). He hoped there maybe an out and kept options open, yet also accepted that BK was real and tried to focus on the positive. Then, specificially the Compensation Committee, hijacked the risk by giving the bonus money to Masarek and Shefali Shah. Shah knew too much about potential security violations. Masarek was too capable of overcoming Apollo. They somewhat cornered them by making it look like a payoff.
Fact 7
- You may say that, “Ok, CEO is a good guy. He inherited a mess. Let’s move on”, right? Hmmm. NO!APOLLO BRIBED THE BOARD to CONTINUOUSLY COMMIT SECURITIES FRAUD & THEN COVERED IT UP in exchange for handing Apollo the keys to the company Not One of the Execs or BoD Members Reported the Violations. They acquiesced to a hostile takeover to take the easy road out of the disaster zone.
Fact 8
- Here come the smelling salts. REALITY CHECK! Apollo now has the power to own Avaya at the conclusion of Chapter 11. Does anyone recall life with SilverLake? Yes! That is our new reality. So. If anyone is opposed NOW IS THE TIME TO SPEAKUP. Email the BK Judge. Focus on how the Board of Directors neglected FIDICUARY DUTY. STOP THE CONSPIRED CHAPTER 11. FIGHT FOR YOUR ESPP & RSU’s. YOU HAVE ONE LAST CHANCE. Otherwise, Apollo will begin to sell-off parts after the 90-days. That is when they make their money. PS – Don’t dare to gaslight this post. The SEC is watching.