Ann: Zoleo JV Arbitration Update, page-28

If your speculation that RP is loading the jv with its own expenses is correct (and this seems a likely cause of the dispute), then the jv profitability is understated. Similarly, the jv valuation would be artificially depressed based on historic understated earnings. Makes it hard for RP to justify a high price which is karma really, if they want to sell the 50%. But on the other hand, it also makes it hard for BCC to justify a sale to RP for a higher price than the profit declared justifies.

Therefore, I'm imagining that the real task for the arbitrator is trying to value the company to account for any manipulation of profit by RP historically.

In the negotiation, RP has the advantage of knowing how much the profit truly is, since they managed the jv, while BCC can only make judgements of that.

If I were the arbitrator, I'd be trying to establish the max price RP would buy 50% for, or the minimum they'd sell for (representing the value RP as the party best able to value it comes up with), and give BCC as the deceived party the option to choose to buy or sell at that price. Dreams are free!

Interesting situation.

As a shareholder, I still think exiting the jv to RP leaves Zoleo in the hands of the company better qualified for consumer marketing in the largest ( ie Nth American) market and therefore best able to make a decent return, and best able to justify a high valuation.