Comments on the forthcoming Annual General Meeting

The following article was created by Herbert Gundelsheimer and is published with kind permission on my site.

Between Mr. Gundelsheimer and me there are no direct, indirect or third party contracts of cooperation and these are not intended.

We are both injured by the shareholders Wulf and Völmle and try to protect further investors from damage with these contributions.

When I started my „BeeComp“ project in 2015, I assumed the following strategic decisions:

The aim was to create a company that would use push marketing (at a favourable price) to reach a world market for refined paper honeycombs as quickly as possible in order to create the greatest possible market entry barriers for competitors.

The targeted markets were truck and container construction and the construction of modular houses.

The business plan included the following financial planning:

Calculations showed that 127 sqm of honeycomb panels were required for the construction of module houses with 25 sqm.

The production figures used as a basis provided for a production duration of 250 working days/year and a daily working time of 10 hours. This resulted in the following turnover figures:

Comparison of sales revenues from the overall market with sales revenues from the house construction segment
Designation 2016 2017 2018 2018 2019 2020
Total sales 1,254,250 12,584,164 55,218,869 130,455,087 210,679,857
turnover
House construction – 17,850 6,640,151 74,524,508 127,589,049
On the basis of the figures given in the UN Habitat, a market share of 1% resulted in an annual demand of around 35,000,000 houses p.a. with an average size of 25 square metres.

Based on this business and financial plan, the company Spencer&Barnes, which was responsible for the financing, carried out an initial and „rough“ company valuation and initiated the issue of 500 million shares at 1 USD. An issue price of USD 6 was proposed.

This company valuation was to be audited and certified by an independent auditing company.

After the CEO Völmle refused to arrange a participation contract with my BeeComp GmbH, I left the project and prohibited BeeComp Technologies from further using my development and my business plan.

This was ignored by CEO Völmle and more shareholders were recruited.

In his business plan dated Sept. 29, 2017, CEO Völmle describes the business model of BeeComp Technologies as follows:

„BeeComp Technologies Inc. is one of the few companies in the world that can serve virtually unlimited demand for people’s existential needs with innovative and sustainable products, distribute them through a global network and generate high returns.

This style continues over 25 pages without naming any facts or figures. These were probably (still?) still not tangible. This business plan does not mention any independent material development.

Let us therefore let the facts speak for themselves:

In order to obtain – comparable – basics in the figures, the specifications from the business plan are used:

Production days per year 250 days
Production time per day 10 hours
The currently existing production plant can produce boards with a size of 0.8 x 1.2 m, i.e. around 1 sqm. As this is a single panel production, a possible cycle time must be assumed, i.e. the time required to produce a panel. (This includes inserting the honeycomb, positioning, switching on the machine, coating the honeycomb, drying the honeycomb, removing the honeycomb and the necessary cleaning work and handling times).

As an absolute lower limit, 5 minutes per panel should be assumed to be positive.

This results in the following production figures for this machine:

Production time per panel ( 1 sqm): 5 minutes
Production quantity per hour: 12 qm
Production quantity day/10 hours: 120 sqm
Production quantity year/250 working days 30,000 sqm
On the basis of the total number of houses required and a planned market share of 1%, we identified a demand of 35,224,920 houses above. The slab requirement of a house with 25 sqm living space is 127 sqm. This results in a total demand for slabs of 4,445,000,000 sqm. If the planned sales volume of houses is reduced to 3,500,000 houses, the result is still 445,000,000,000 sqm of slabs.

Now one would have to divide this annual panel requirement by the possible production quantity per plant of 30,000 square meters!

These figures must therefore be achieved for the module house market area in order to justify a company value of USD 3 billion. In addition, there would be sales from other markets, such as truck bodies.

In addition to these „hard“ figures, the business plan for the module house market outlines further fundamental requirements, namely:

Project sketch module house

Default:

A modular house is to be developed which consists of individual parts which can be produced in large series and which consist of load-bearing walls, partition walls, roof components, etc. The house is to be constructed in a modular manner. A grid dimension of 25 sqm +/- 10 % per unit/module is to be maintained. During the planning phase, care must be taken to ensure that the manufactured sandwich components are installed as loss-free as possible. This can be achieved by cutting out door cut-outs from the walls and using the parts obtained as door leaves, window cut-outs for other components to be found. The house must be transportable in sea containers (20 and 40 feet open-top). Fittings, equipment such as heaters, windows and doors are assembled. No fittings etc. are included in the kit. The components are to be marked in such a way that they can be installed by „usual“ craftsmen without previous training. Power cables, water pipes and waste water have been laid. The house can be built without foundation. It is storm and earthquake proof. The house front as well as the interior walls are covered/coated, defy wind and rain. The roof shape must be either a flat roof or a pent roof with an inclination of no more than 5 degrees. Ensure sufficient water drainage. It must be possible to erect the house manually without the use of heavy equipment. It must be possible to dismantle it at any time and place it elsewhere. The house must correspond to the European building standards whereby the technical acceptance can take place in the in each case most economical country.

The selling price of the house ready for occupancy must not exceed 400 USD/sqm. A value of 300 USD/sqm is to be aimed at.

The house must be clearly recognisable as a „house“ and stand out from the usual converted construction containers. The house „in itself“ (sandwich components) as well as the equipment are to be manufactured on the one hand economically. On the other hand a use of 20 years is to be guaranteed.

Accordingly are to be planned:

Part 1- Preliminary planning:

Which building regulations must be observed for the construction of a model house and the series houses?
Who can carry them out? What costs are to be expected? How are corresponding deadlines to be calculated until the components have been tested and approved? Do the countries of the EU mutually recognise the structural tests or are these required for each country?
Can the supplier(s) of the chemical coating materials, construction chemicals etc. give a guarantee of 20 years and if so, how is this to be ensured, checked and certified?
How should roof and wall construction be optimally planned? Which connecting elements for the wall parts are available and/or known on the market. These should be compared with the Ross and Wulf models, whereby technical and safety aspects have priority over cost issues when weighing up.
What expectations do African customers have of such a house? What about the building regulations there? Are European approvals and standards recognised or are separate approvals required on site?
Are there UN guidelines for refugee accommodation/houses and if so, what are they?
What expectations do European customers have of a corresponding module house?
Preparation of an initial rough planning for a series of 25 – 200 sqm living space. The main issues to be considered are cost – maximum possible use of the sandwich components to be used (waste avoidance), placement and size of the windows, roof pitch, design of the components for water, electricity and waste water connection). (exterior and interior planning)
Construction of a first model with examination of the components, sequence of the construction of the house, meaningfulness of the building connections, roof pitches, water drains, soil foundation and/or supports.
Implementation of the knowledge gained from the model into practice. Construction of a model house.
How far the development work of BeeComp Technologies is in this area I cannot say. But if not even panels are manufactured, how should the corresponding official tests and certifications be carried out?

But I would like to draw your attention to another interesting event:

With a contract dated 9 May 2017, BeeComp Technologies acquired RH Industries and parts of Mr. Reck’s company.

Considerable payments of around 300,000 EURO were made for services provided by RH Industries.

A price of EURO 2.6 million was agreed as the payable goodwill of RH Industries. Mr. Völmle and Mr. Wulf justified the purchase with the expectation to accelerate the market entry of BeeComp Technologies and its supply by 6 months. This expectation was cancelled out by the insolvency of RH Industries.

Which is noticeable:

Most of the utility models applied for by Mr. Reck (for example DE 20 2014 003 332 or DE 20 2017 005 580) concern developments which have nothing to do with the business environment of BeeComp Technologies.

On 8.11.2017, however, an interesting application was filed under DE 20 2017 005 945: It contains the invention of a technique for impregnating paper honeycombs. The honeycombs are coated using plasma technology and then passed on to be dried under vacuum.

Apart from the fact that the applicant is probably not so familiar with the technical requirements of plasma coating, this pre-announcement is based exactly on the applications of 11.2.2017 (10 2017 001 399) and my application of 29.6.2017 – 10 2017 006 133.5 – and does not contain any „inventive step“ – is therefore worthless!

Was this communicated by Mr. Reck to Mr. Völmle and Mr. Wulf or did they know the facts?

It is also conspicuous that BeeComp is no longer talking about the use of the technology so much praised by RH Industries.

It can be stated that a goodwill of 40 billion USD (with 500 million shares at a value of 80 USD) claimed by the responsible parties Völmle and Wulf seems to be quite utopian.

Interested shareholders should also consider that they do not know „which“ shares they are buying! Do the proceeds from the sale of the shares flow to the company (i.e. existing shares of the company are sold) or are shares from the portfolio of 55 % of the management bought (i.e. 275 million shares of Mr. Völmle, Mr. Wulf and possibly other partners) and thus the proceeds flow „into the pockets“ of the management! After the management, with its majority of votes in the last 3 years, has taken no consideration whatsoever for the interests of the shareholders, a slight unease creeps in.

This discomfort is not made any easier by the fact that the current kitchen cabinet Völmle/Wulf (because in the home kitchen of Völmle is currently the company headquarters) needs a foreign company to hold a general meeting there. Especially since the company patriarch Fred Wolf (at the same time also the head of honeycomb technology at BeeComp and thus aware of the „intimate“ circumstances of BeeComp) has such doubts that he turns to me to ask if I could carry out the further implementation of honeycomb technology with him.

Finally, I would like to add a personal statement:

A not inconsiderable number of shareholders have acquired shares through various sources which I suspect (but do not know for certain) originate from the Spencer&Barnes portfolio. Before Mr Völmle’s „kick-out“ on 11.9.2017 (after the start-up problems and costs on the part of Spencer had been incurred and were therefore „no longer needed“), this was a welcome founding shareholder of BeeComp and was also entered in the shareholders‘ book to this extent.

These shareholders are not recognised as BeeComp shareholders by CEO Völmle. Whether rightly or wrongly I cannot and will not judge. I would like to point out something else here:

Normal founders would do anything to support the progress of their business idea. Especially if they have 275 million shares at their disposal and thus hold a comfortable majority in the company, it should not be important (without recognition of a legal obligation and for the benefit of the company) to compensate these shareholders – even if it were 200,000 or more shares – from their fund.

What a positive impression this would make on the market and show the seriousness of the founder!

It shows the same thinking as in the behavior against the „founding“ shareholder Gundelsheimer!

Greed eats brain, as the vernacular says so beautifully. However – only if brain is present…………………………………………………….

1] But according to BeeComp this is currently 500 EURO.

 

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