July 08, 2025
Fellow Linqto Shareholder,
As of yesterday, approximately 52% of the shareholders executed and delivered the requisite consents to form a coalition of Linqto Shareholders, led by Sapien Group, a major Linqto shareholder with the requisite authority to effectuate the changes that we discussed, and that number has been increasing steadily.
Unfortunately, as you are probably aware, this morning the current Linqto management filed for Chapter 11 bankruptcy protection in federal court notwithstanding that the vast majority of Linqto shareholders oppose this decision.
Today, we have engaged bankruptcy counsel to review the situation and consider and advise the shareholders of their options and make recommendations, which includes potentially challenging the bankruptcy filing, and preserve the value of the company and our investment.
Here is a topline summary of what we know so far about the bankruptcy filing:
Fellow Linqto Shareholder,
As of yesterday, approximately 52% of the shareholders executed and delivered the requisite consents to form a coalition of Linqto Shareholders, led by Sapien Group, a major Linqto shareholder with the requisite authority to effectuate the changes that we discussed, and that number has been increasing steadily.
Unfortunately, as you are probably aware, this morning the current Linqto management filed for Chapter 11 bankruptcy protection in federal court notwithstanding that the vast majority of Linqto shareholders oppose this decision.
Today, we have engaged bankruptcy counsel to review the situation and consider and advise the shareholders of their options and make recommendations, which includes potentially challenging the bankruptcy filing, and preserve the value of the company and our investment.
Here is a topline summary of what we know so far about the bankruptcy filing:
- Current CEO Dan Siciliano filed for restructuring in the U.S. Bankruptcy Court for the Southern District of Texas.
- Investigation by bankruptcy counsel has revealed that “Linqto Texas” was formed on April 7, 2025, by Dan Siciliano. The formation of Linqto Texas established a basis for a chapter 11 filing in the Southern District of Texas and the company and related companies were then filed in Texas as being related cases to the Linqto Texas case.
- The bankruptcy law firm engaged by management, Schwartz PLLC, is a firm of approximately nine attorneys that appears to be primarily based in Las Vegas (Dan Siciliano’s hometown) with one “of counsel” admitted in Texas. The management has also engaged a chief restructuring advisor, a financial advisor and several other professionals, all of which is being paid by the company.
- Sullivan & Cromwell is also being engaged as “special regulatory and corporate counsel.”
- The management team filed several motions on the first day, which included a motion seeking authorization to borrow up to $60 million for debtor-in-possession financing from Sandton Capital Partners. While you are encouraged to review the filing and make your own determination, a review of the loan agreement indicates to us that the loan is secured by a senior lien against the assets and a super-priority administrative claim ahead of all other claims; and has a contractual interest rate of 14.5% and a default interest rate of 17.5%, plus fees.
- The bankruptcy filings suggest that the chapter 11 filing was authorized by a subcommittee appointed by a committee that was purportedly appointed by the board, although we are analyzing whether it was properly organized pursuant to the bylaws and applicable law, and we will address this issue further in future communications.
Most importantly, our objectives remain the same: preserving the value of Linqto as a going concern and operating business; and protecting the value of the shareholders’ investments. Of course, our process is evolving in response to today’s development. We have a team of people and outside counsel working around the clock to assess our options and accomplish our goals as we take the next steps on your behalf and that of a strong majority of shareholders.
We would remind you that it is always darkest just before dawn. With your continued support, we will continue working tirelessly on your behalf and intend to keep you updated every step of the way.
In solidarity,
The Sapien Group
on behalf of the Shareholder Coalition
We would remind you that it is always darkest just before dawn. With your continued support, we will continue working tirelessly on your behalf and intend to keep you updated every step of the way.
In solidarity,
The Sapien Group
on behalf of the Shareholder Coalition