The 42 Million That Never Landed

Today I disclose a document I have not shared until now. On 21 August 2025, Durham Capital Corporation of New York issued Shape Robotics A/S a financing proposal for a 42,000,000 senior secured credit facility — three-year term, 12% interest, first lien on all assets, guarantees by Shape. The proposal was signed and accepted on 31 August 2025. A non-refundable 210,000 application fee was paid. President signing for Durham: Sylvester F. Miniter.

The deal was real. Use of proceeds: refinance existing debt, create working capital for general corporate needs — exactly what a healthy, growing business-to-government company needs to fund large Polish school deployments and R&D.

In August 2025, Shape Robotics was not in trouble. We were closing a 42M facility with a serious New York counterparty. One condition precedent killed it. Durham’s lenders, on initial due diligence, identified a single overriding red flag: the publicly visible Carnegie/Topholm pump-and-dump pattern that the DFSA later formally confirmed. They could not lend into a name with that legal cloud. They told us, in plain terms: come clean on the market abuse first, or no deal.

We came clean. That is what I did, as CEO, in the months that followed — exactly because it was the condition precedent for serious financing. The disclosure was not naive, it was strategic. Without it, the 42M was impossible.

Within weeks of disclosure, the press attack started: 16 articles in finance press in one month, ~90% lies or distortions, on me personally. The lungs of the company were closed.

The puzzle of Shape Robotics is no longer mysterious. The only question left is the one I will repeat until somebody answers it: Why did Lars Topholm — the most senior research analyst in Danish investment banking — do what he did? Answer that question and the entire case unlocks.

The Durham Capital Term Sheet — Key Terms

• Counterparty: Durham Capital Corporation (with third-party lenders and/or assigns)

• Borrower: Shape Robotics A/S — Lyskaer 3C, 4th Floor, Herlev 2730

• Date of proposal: 21 August 2025

• Date signed and accepted: 31 August 2025

• Facility size: 42,000,000 — senior secured credit facility

• Term: 3 years

• Interest rate: 12% — interest only

• Origination fee: 3% · Unused line fee: 0.50%

• Collateral: first lien on all assets · Guaranteed by Shape

• Prepayment penalty: Year 1: 2% · Year 2: 1% · None thereafter

• Covenants: total funded debt not to exceed 70% of eligible A/R, 50% of inventory at cost, 75% NOLV of M&E and real estate

• Inspection: valuation report and review of books and records required

• Application fee paid (non-refundable): 210,000 — credited against Origination Fee on initial closing

• Use of proceeds: refinance debt; working capital for general corporate needs

• Signed for Durham: Sylvester F. Miniter, President

This is not the financing proposal a New York lender sends to a company that has run out of money. This is the proposal a New York lender sends to a going concern with significant receivables, inventory, machinery and real estate, intending a three-year asset-based facility with a first-lien structure. The very fact that Durham went through the work of writing this term sheet, and that we paid the 210,000 application fee, means the company was, at that moment, financeable at a 42M scale.

This is the document the Nordnet narrative has not had access to. Today it does.

The Condition Precedent — Why the Deal Did Not Close

Now to the difficult part of the story. Why didn’t the 42M land? It did not land because, between late August and mid-September 2025, Durham’s lenders ran their legal due diligence and identified an overriding red flag: the publicly visible pattern of the Carnegie/Topholm pump-and-dump cycle on the Shape Robotics share register. The price action was visible on Nasdaq Copenhagen. The pattern was visible to anyone in capital markets who looked carefully. The lenders looked carefully.

What the lenders told me — and what other serious financiers had been telling me for months by then — was the following, in plain language: smart people in this business had seen Shape Robotics price action for over a year. They concluded long ago that the company was the victim of insider trading and market abuse. The default assumption in their community was that when this kind of pattern persists and the board does nothing about it, the board itself is part of it. They could not lend 42M into a name whose management was suspected of being co-opted, even by inference. The only way forward was for me, as CEO, to break the silence and disclose the pattern publicly.

I want to be honest about how that felt as CEO. It was the hardest call I made at Shape. I knew that disclosing the pattern publicly would invite an asymmetric response from the very actors who had created the pattern. They had access to media. They had institutional protection. They had relationships across the Copenhagen financial ecosystem. I would be one Romanian founder against a system.

But the choice was: come clean and have a chance at the 42M and the future, or stay silent and watch the company die slowly without external financing. Growth companies in business-to-government education robotics cannot survive on bank debt alone. We had to raise capital from sources that could accept the listed-equity context. Those sources required clean books and clean reputation. The pump-and-dump pattern was a stain on both, regardless of whether we had caused it.

I chose to come clean. I told the board. The disclosure followed.

What Happened Next — The Lungs Closed

Within weeks of the disclosure, the response arrived. It was not subtle.

• Finance press attack — ~16 articles in one month in Finans and JP/Hus (same group), of which in my reading ~90% were lies, distortions or framings about me personally.

• Liquidity collapse — once the press cycle began, the share price collapsed further and the listed-equity channel for capital was effectively closed. The Durham facility could not close into a name that the Copenhagen press was actively burying.

• Cancellation of inbound trust — prospective financiers who had been in conversation with us went silent or politely withdrew. We had bet on transparency rebuilding trust; instead, transparency triggered the system’s antibodies.

• 6 January 2026 — a bankruptcy petition was filed on a salary dispute that should have been resolved through Lønmodtagernes Garantifond. The bankruptcy was granted next day. Without service. The Eastern High Court annulled it unanimously on 5 March 2026.

• 17 April 2026 — forced dissolution on Section 225 of the Companies Act, despite the company having a valid board, address and audit. Teis appointed liquidator.

• 11 May 2026 — reconstruction rejected; bankruptcy granted the same morning. Teis appointed kurator. Third time in four months.

The company was choked to death by external factors, not killed by management failures. No matter how able or smart the management would have been, surviving this scenario without coming clean was impossible. And coming clean — which the rational economic calculus required — was the trigger that made the rest of the destruction possible.

This is why I tell the community: stop debating whether Shape was well-managed. That is the wrong question. The right question is the one the Carnegie criminal complaint test poses: given that the DFSA has formally confirmed the market abuse, why is the trustee not pursuing the recovery?

A Word About the Board

I want to say something about the board of Shape Robotics during this period, because I have read on Nordnet some unfair commentary directed at people who do not deserve it. No one on the board profited from the pump-and-dump. No board member was a participant in the scheme. Nobody in the management was part of that. Nobody in the board was part of that. The board has its own issue — its members were arguably negligent in not acting fast enough when the pattern became visible — but they did not profit, and negligence is not complicity. The difference matters.

I want to name one person directly, because I cannot in fairness leave him out of this account: Jeppe Frandsen. Jeppe served as chairman during a difficult chapter of this company’s history. I had only things to learn from him. He knows exactly the pressure that was building on me through the meetings with large financiers in 2025. He knows how upset he was about the market-abuse situation when it became clear. He is, in my honest experience of working with him, an outstanding person. I owe him a public acknowledgement of that, and I am giving it here.

This dispatch is not aimed at anyone inside the company we built. It is aimed at the actors who created the pump-and-dump and at the trustee who, today, refuses to pursue the recovery. Those are different categories. I will not let them be conflated, and I will not let Nordnet commentary continue to conflate them either.

The Only Question That Matters

Now we arrive at the question that I will keep restating until somebody in the Danish establishment is willing to answer it. Why did Lars Topholm — managing director and head of research at Carnegie, the most senior research analyst in Danish investment banking — do what he did? Answer that, and the puzzle of Shape Robotics is solved.

The trolls on Nordnet who keep shouting “poor management” need to understand: everything that they are debating downstream is a consequence of that one upstream act. The illiquidity, the failed capital raises, the bankruptcy filings, the unlawful trusteeship, the destruction of value — all of it traces back to a senior analyst with undisclosed positions issuing recommendations that distorted price formation in a small-cap name.

That is not me speculating. The DFSA has, in a formal decision of 7 April 2026, reprimanded Topholm under MAR Article 20(1) for the very pattern I am describing. The reprimand is the institutional acknowledgement that the pump-and-dump happened. The reprimand exists in writing. It can be looked up.

I have my hypothesis. I will not state it publicly today because hypothesis-stating, even when accurate, can become the next pretext for press attack. What I will say is this: in a small market like Denmark’s, where ~50% of IPOs run through one investment bank, the incentives at the top of that bank are not aligned with the welfare of retail shareholders in small-cap listings. The fact that the senior figure in research can move a small-cap name through commentary — and that the consequences of doing so are a wrist-slap reprimand a year later — is a structural feature of the market, not an accident.

Scoreboard — Where We Stand on Day 80

• First appeal K 3337/25-F — WON (3 judges, 0 dissent)

• DFSA Topholm complaint 25-026420 — WON (Carnegie reprimanded)

• DFSA MAR confirmations (24/27 April) — DOCUMENTED IN WRITING

• Subsidiary court orders on promissory notes — OBTAINED

• Reconstruction appeal R 14/26-G — FILED 25 MAY

• Durham 42M term sheet (21 Aug 2025) — PUBLIC TODAY — proof Shape was financeable

• Carnegie criminal complaint (trustee’s statutory duty) — STILL NOT FILED — the supreme proof of conflict

• Our own Carnegie/Topholm complaint — 95% READY to be formalised

• Motion to replace Teis as curator (Romanian lever) — IN PREPARATION

• Suspensive effect request §395 — PENDING (proceed assuming NOT granted)

• Appeal on Teis as liquidator B-281-26 — AWAITING RULING

• Shape Romania reconstruction — OPEN — preliminary plan this week

What’s Next

• 28 May 2026 (today) — Durham term sheet disclosed for the first time.

• Coming days — further inside-the-tent disclosures continue; context the public did not have.

• This week — preliminary Romanian reconstruction plan filed.

• Coming days — motion to replace Teis as curator (Romanian lever).

• Awaiting — Eastern High Court ruling on B-281-26.

• Tomorrow — daily live session. Bring questions on Durham, the disclosure, the board.

Why I Am Sharing This Today

I want to explain why I am opening up the inside-the-tent record now, and not earlier. For 79 days, I have given you the legal and procedural story: the appeals, the regulators, the trustee, the Romanian lever. That story is true and important, but on its own it leaves a gap. Some readers conclude that Shape Robotics simply failed as a business, and that the rest is procedural noise. I have read enough Nordnet to know that this framing has gained traction.

The Durham term sheet ends that framing. A failing business does not get a 42M senior secured credit facility offer from a serious New York lender, signed and accepted, with a 210,000 non-refundable fee paid. That happened in August 2025. The business was working. What failed was not the business. What failed was the company’s ability to survive a coordinated capital-markets attack while a senior figure at the country’s largest investment bank had undisclosed positions in its stock.

I will continue, in the coming episodes, to disclose more from inside the tent — strictly within the bounds of legal obligation and ongoing proceedings. The objective is to give shareholders the information that prior management did not give them, and that the trustee does not give them, and that the press does not give them. The objective is the standard of transparency I believe every listed company owes its retail base. The standard I will personally hold the next iteration of this company to.

Closing

In August 2025, the company was not at all in a situation that required some sort of intervention. We had agreed with a serious financier from New York on a 42 million credit facility. The deal was real. The condition precedent was to come clean on the pump-and-dump. I came clean. From the moment we came clean, we were fighting an uphill battle against the most senior analyst at the country’s biggest investment bank. The company was choked to death by external factors. No matter how able or smart the management would have been, it was impossible to get out of this situation without coming clean.

There is nothing to gain in throwing stones at me. Even if I were the flat earther, the facts stand. Answer one question and the puzzle is solved: why did Lars Topholm do what he did?

Mark-Robert Abraham — Founder | Former CEO | Shareholder

Shape Robotics A/S (now Phase Education A/S) · Director, Shape Robotics Romania S.R.L. (in administration)

CVR 38322656 · ISIN DK0061273125 · Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 28 May 2026

Tomorrow: more from inside the tent. Bring your questions on Durham, on the disclosure, on the board, on the only question that matters.

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Nasdaq Copenhagen: SHAPE | CVR: DK38322656 | ISIN: DK0061273125

This Company Announcement is published pursuant to the Nasdaq Copenhagen Rulebook, Section 3.1, and concerns ongoing matters in cases R 1426-G (reconstruction appeal) and B-281-26 (appointment of the trustee before Østre Landsret), and the trustee’s pending statutory duties under Konkursloven §110 in respect of the documented Carnegie market-abuse scheme.

The full GAME OVER investigation (79 episodes) is available at substack.wildceo.live.

Today I had a small epiphany. Let me share it with you, because it simplifies everything.

TL;DR

A senior contact called me a “flat earther” today — the framing of me, apparently, in closed-door meetings where Teis participates. Conspiracy theorist. The crazy one. The one throwing bombs to cover up the real story — that the company simply ran out of money.

Fine. Forget me entirely.

Even if I am the flat earther in this story, the facts stand on their own. The Danish FSA has formally established that Shape Robotics was the victim of market abuse (Carnegie / Topholm reprimand of 7 April 2026). That fact does not require my credibility. It exists in the public record.

And here is the simple consequence: under Danish bankruptcy law, a trustee who becomes aware of facts amounting to criminal conduct is compelled to file a criminal complaint with the police. The market-abuse scheme is documented. The trustee Teis has done nothing about it.

The Flat Earther Frame

Let me reconstruct, as fairly as I can, the way I am described in rooms I am not in.

There is a serious, experienced lawyer — head of the bankruptcy division at one of Denmark’s largest law firms — who walks into a failed company. He sees, in his view, an ordinary insolvency: a company that ran out of money. His job is to sell what is left, recover what he can, and distribute it to creditors. Standard work.

Then he encounters the founder. The founder is loud. The founder writes a daily Substack. The founder files appeals, criminal complaints, regulatory complaints, civil-restitution claims, MAR notices. The founder talks about pump-and-dumps, institutional bypass, the European Convention on Human Rights, a Romanian lever, Brussels Ibis, fruit of the poisonous tree.

From that frame, my behaviour looks like the behaviour of a flat earther — a person who has lost the ability to distinguish his own theory from reality.

I want to acknowledge that frame fairly, because I have spent enough months in Denmark to understand where it comes from. Perception in Denmark is bound up with trust. Institutions are trusted by default. Senior lawyers at senior firms are trusted by default. The pump-and-dump claim sounds, in that environment, like Eastern-European paranoia projected onto a normal commercial failure.

Now Forget Me Entirely — Look at the Facts

Imagine, for the sake of argument, that the flat-earther framing is correct. I am loud, I am dramatic, I am wrong about most of what I say. The case still stands — because none of the foundations rest on my credibility.

Here is what survives the concession — every fact independent of me, every source verifiable, every date public:

• Shape Robotics was the victim of market abuse — Danish FSA formal reprimand of Carnegie / Lars Topholm under MAR Art. 20(1) — 7 April 2026

• The original bankruptcy of 6 January 2026 was unlawful — Eastern High Court, unanimous 3-judge panel, K 3337/25-F — 5 March 2026

• MAR obligations apply throughout suspension, liquidation and bankruptcy — DFSA Legal Officer Viktor Stidsen Katic, in writing, twice, J.nr. 25-026876 — 24 & 27 April 2026

• The trustee issued zero company announcements in 59 days as representative of a listed issuer — Cision Copenhagen, absence of filings — 6 Jan – 5 Mar 2026

• Sanako Oy was bankrupted by its parent’s trustee during the unlawful period — Turun käräjäoikeus public ruling — 5 February 2026

• Romanian Ministry of Education lawsuit — Romanian court definitive judgment, not appealed, EUR 24 million — January 2026

Not one of these requires you to believe a word I say. Each one comes from an institution that is independent of me, in a public record that is verifiable by anyone. The Substack is the narrative — the institutions are the proof. So forget me. The facts are still there.

The Curator’s Statutory Duty — The Supreme Proof

Now to the simplifying epiphany of today’s conversation.

Under Danish bankruptcy law, when a trustee — a kurator, likvidator, rekonstruktør, by whatever name — becomes aware of facts that suggest criminal conduct affecting the estate, that trustee is compelled to file a criminal complaint with the police. This is not discretionary. It is a statutory duty rooted in the trustee’s obligation under Konkursloven §110 to act in the interests of the creditors and to identify and pursue every claim that could bring value to the estate.

• So let us apply the duty to today’s facts:

• The Danish FSA has formally established that Shape Robotics was the victim of market abuse.

• The perpetrators are documented: Carnegie Investment Bank and its analyst Lars Topholm.

• The damages run into tens of millions of crowns.

• Recovery of those damages would be a substantial asset of the estate, benefiting both creditors and shareholders.

• The trustee, by statute, is obliged to file a criminal complaint and pursue the civil consequences.

• The trustee has not done it. He has not informed creditors. He has not opened an internal file. He has been silent on the question entirely.

For months, the community has been asking: how do we prove the curator is not acting in the interests of the creditors? The answer, after today’s conversation, is now simple. The Carnegie criminal complaint test. Any independent curator, faced with a DFSA reprimand documenting market abuse against the company in the estate, would file. The fact that this curator does not file — and does not speak about not filing — is, on its own, sufficient evidence that he is not serving the creditors.

You do not need to believe a single thing I have said for 79 days. You only need to ask one question: where is the criminal complaint against Carnegie?

The Reason for the Inaction — And It Is Not Mysterious

There is no mystery here. Kromann Reumert is one of Carnegie Investment Bank’s principal Danish advisors. A partner of Kromann Reumert filing a criminal complaint against Carnegie on behalf of one estate would be, in effect, suing one of the firm’s most important clients across the hallway from his own desk.

That is the conflict. It explains everything.

I will repeat this every day from now on. The Carnegie criminal complaint test is the cleanest, simplest, hardest-to-misframe demonstration of the curator’s conflict. It cuts through the flat-earther noise entirely.

What Belongs to the Estate — And Therefore to You

Let me state what the Carnegie case is actually worth in concrete terms, because the numbers matter.

The Topholm/Carnegie scheme — the pump-and-dump cycle that destroyed value for the 4,800 retail shareholders of Shape Robotics during 2023–2024 — represents potential damages well into the tens of millions of Danish kroner. These would be recoverable in a civil action following a successful criminal investigation.

The DFSA has already done the heavy lifting on establishing that the abuse occurred. The criminal prosecution would convert it into a damages claim. The civil action would convert the damages claim into cash. That cash belongs to the creditors and shareholders of Shape Robotics. Not to me. Not to the trustee personally. To the estate.

Our community has already done the work the trustee should have been doing. We have documented the extraction scheme — who profited, when, through which accounts. The pump-and-dump complaint is, in my hands, 95% ready. The institutions are willing. The only obstacle is the curator.

One Note of Fairness — Teis Did One Thing Right

In fairness to the record — and because I do not want to be the flat earther — Teis has begun a D&O insurance claim against the former management, including potentially against me. From a curator’s perspective, this is appropriate work; pursuing recoverable insurance lines is part of the duty. I will defend that claim on the merits when it is brought.

But the fact that Teis is doing one thing right does not absolve him of the larger duty he is refusing to perform. Two duties exist. He is performing one and refusing the other. Both are owed to the same estate.

The Larger Lesson — Beyond Me, Beyond Teis, Beyond Carnegie

What the Shape Robotics case has exposed, in the last 79 days, is a small, closed market — Denmark’s listed-equity ecosystem — in which a relatively small number of professional firms, analysts, advisors and journalists all know each other, frequently work for each other, and rarely investigate each other.

• In this environment:An analyst with undisclosed positions issues a recommendation that triggers a pump-and-dump cycle — and the press writes nothing.

• A listed company gets bankrupted unlawfully in a ten-minute hearing — and the press writes about whether one of its subsidiaries’ lawsuits was booked one quarter too early.

• A trustee fails to disclose for 59 days as the representative of a Nasdaq Copenhagen issuer, and the DFSA confirms in writing that he should have — and the press writes nothing.

• A criminal complaint against the analyst is not filed by the trustee whose firm advises the analyst’s bank — and the obvious conflict goes unmentioned.

This is the system. It is not a conspiracy. It is what happens when a market is small enough that the costs of exposing each other’s conflicts exceed the benefits of doing so.

Romanians recognise this pattern from a different historical context. Danes have, in good faith, built a system based on trust — and the people who exploit trust-based systems are exactly the people you should be most suspicious of.

I will use this Substack, in the weeks ahead, to draw out those structural lessons more explicitly. Not only daily tactical updates on the case, but the wider analysis: system vulnerabilities, corporate-governance vulnerabilities, human vulnerabilities that the Shape Robotics case has made visible. There is something for other investors, other founders, other regulators to take from this.

Scoreboard — Where We Stand on Day 79

• First appeal K 3337/25-F — WON (3 judges, 0 dissent)

• DFSA Topholm complaint 25-026420 — WON (Carnegie reprimanded)

• DFSA MAR confirmations 24–27 April — DOCUMENTED IN WRITING

• Subsidiary court orders on promissory notes — OBTAINED

• Reconstruction appeal R 1426-G — FILED 25 MAY

• Motion to replace Teis as curator (Romanian lever) — IN PREPARATION

• Carnegie criminal complaint (trustee’s statutory duty) — NOT FILED (the supreme proof of conflict)

• Our own Carnegie/Topholm complaint — 95% READY to be formalised

• D&O insurance claim (trustee acting appropriately) — STARTED (fair acknowledgement)

• Suspensive effect request §395 — PENDING (proceed assuming NOT granted)

• Appeal on Teis as liquidator B-281-26 — AWAITING RULING (silence may favour us)

• Shape Romania reconstruction — OPEN (preliminary plan this week)

What’s Next

• 27 May 2026 (today) — The Carnegie criminal complaint test, articulated publicly

• This week — Preliminary Romanian reconstruction plan filed

• Coming days — Motion to replace Teis as curator (Romanian lever)

• Awaiting — Eastern High Court ruling on B-281-26

• Coming weeks — Substack widens to include structural lessons from the case

• Tomorrow — Daily live session, bring your questions

Closing

Even if I am the crazy one in this whole scenario — and let me concede the framing — I was able to prove that there was market abuse. That creates the obligation of the trustee today to file a criminal complaint against Carnegie.

How can Teis go against his own company? Kromann Reumert is one of Carnegie’s biggest advisors. That is the conflict. That is why he will not file.

The interest of the creditors and shareholders requires that complaint to be filed. The only person not doing it is Teis — because he is heavily conflicted.

Q.E.D.—

Mark-Robert Abraham

Founder | Former CEO | Shareholder

Shape Robotics A/S (now Phase Education A/S)

Director — Shape Robotics Romania S.R.L. (in administration)

CVR 38322656 | ISIN DK0061273125

Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 27 May 2026

Tomorrow: live session. Bring your questions on the Carnegie complaint, the curator’s duty, and the larger structural lessons. The Substack continues.

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #Carnegie #Topholm #MarketAbuse #MAR #ConflictOfInterest #KromannReumert #TeisGullitzWormslev #FlatEarther #R1426G #B2812026 #4800Shareholders

Nasdaq Copenhagen: SHAPE | CVR: DK38322656 | ISIN: DK0061273125

This Company Announcement is published pursuant to the Nasdaq Copenhagen Rulebook, Section 3.1, and concerns the pending appeals in cases R 1426-G (reconstruction) and B-281-26 (appointment of the trustee) before Østre Landsret.

The full GAME OVER investigation — 78 episodes — is available at substack.wildceo.live.

A short technical glitch on the Substack server delayed today’s stream — apologies. Now to the substance: how we remove the curator without needing a Danish court to do it for us.

🧭 TL;DR

🇷🇴 The next move is a motion to replace Teis as curator — and the mechanism runs through Romania, not Copenhagen. Shape Robotics Romania is under administration. I remain director under administration. My role, alongside the Romanian curator, is to protect the creditors of the subsidiary. We have identified the principal cause of Romania’s insolvency: the unlawful Danish bankruptcy and Teis’s 59-day mandate.

⚖️ The claim flows uphill. Shape Romania — and its sub-subsidiaries — have claims against the mother company. The mother company was run, during the 59 days, by the man who destroyed value in the daughter. That gives us a creditor’s lever against Teis that does not require the intervention of the Danish High Court.

🪞 Teis is verifying Teis. As today’s curator, one of his core duties is to establish why Shape Robotics is bankrupt. But Shape is bankrupt today because it was unlawfully bankrupt months ago — under Teis. So the curator investigating the cause of the bankruptcy is the curator who caused it. Unheard of.

📜 On the promissory notes: Teis can no longer claim “there is no claim” or “the notes are false.” We have already obtained court orders at subsidiary level for these promissory notes. It is a matter of short time and patience.

🛑 On suspensive effect — managing expectations honestly: we requested it under § 395, but realistically we should proceed on the assumption that the bankruptcy will not be suspended during the appeal. If our enemies say “the suspensive request was rejected, so the appeal will be rejected” — that is manipulation. The two are unrelated.

⏳ Still no ruling on B-281-26. I wrote to the High Court again today. In my reading, silence may favour us: a court that wants to reject an appeal can do so quickly; a court minded to grant relief takes more time. Time may be on our side.

🪞 Teis Verifying Teis — The Absurdity at the Centre

Let me restate the structural absurdity clearly, because it is the heart of everything.

For 59 days — from 6 January to 5 March 2026 — Shape Robotics was in a bankruptcy that the Eastern High Court later declared unlawful. Those 59 days were administered entirely by Teis Gullitz-Wormslev. The damage he did in that window is documented beyond reasonable doubt across these episodes and in the evidence already filed.

Now Teis is curator again, following the 11 May bankruptcy. And one of a curator’s principal jobs is to establish why the company went bankrupt.

PROOF. Shape Robotics is bankrupt today because it was unlawfully bankrupt a few months ago. The cause of today’s bankruptcy lies inside the 59 days. So the curator’s duty to investigate the cause of the bankruptcy requires him to investigate his own conduct during the 59 days. Teis checks Teis. Teis verifies Teis.

Nobody has heard of such a situation. A curator who created a disaster in 59 days, now protecting the creditors of the same estate by verifying himself and his own disaster. It is not a conflict of interest at the margins. It is total. It is the whole thing.

🇷🇴 The Romanian Lever — Why We Don’t Need a Danish Court

This is the part I want shareholders to understand clearly, because it changes the entire balance of the fight.

Here is the situation:

• Shape Robotics Romania is under administration. I am the director under administration, working alongside the Romanian curator.

• Our shared duty is to protect the creditors of the Romanian subsidiary.

• The identified cause of Romania’s insolvency is the unlawful Danish bankruptcy and Teis’s 59-day mandate, which left Shape Romania without management, without decision-making, without the ability to make payments — in total disarray.

• Therefore the blame, and the claim that derives from it, runs against Teis and Kromann Reumert.

Now follow the chain:

Step Consequence Shape Romania becomes insolvent A Romanian curator must find the cause and pursue claims The cause is the Danish parent’s 59-day unlawful bankruptcy The claim runs uphill, from daughter to mother The mother company has a duty to compensate the daughter That claim is an asset of the Romanian estate Teis, as Danish trustee, neglected his duty to preserve subsidiary value The claim crystallises against Teis personally and Kromann Reumert

This means Shape Robotics Romania — and its sub-subsidiaries — hold claims against the mother company, and the mother company was run, during the critical window, by the man who destroyed value in the daughter. That gives us a creditor’s lever against Teis that operates through Romanian and European enforcement mechanisms — without requiring a Danish court to act first.

We have the instruments available to us. In the coming weeks, we use them.

“We can do that without the intervention necessarily of the High Court. Right now we have instruments available to us to do that without any kind of Danish court.”

— Live recording, 26 May 2026

I will keep the precise technical structure of the motion as a surprise — including a surprise for Teis, who, I am now convinced, follows these streams every day. I have dropped several hints to see how he reacts. We have seen the reactions. I am convinced.

📣 A Direct Word to the Curator

I will speak directly, because I know you are watching.

You have to stop. There is no way for you to recover anything from this. The only thing left in your control is whether you amplify the damage you have created — for yourself and for the company. This moment is already lost for you, Teis. You will be removed from your position sooner rather than later. There are multiple avenues open against you.

You cannot keep claiming there is no claim, or that the promissory notes are false. We have already obtained the court orders at subsidiary level for these promissory notes. It is a matter of short time. We are patient.

Stop amplifying the bill. It will come. You will pay it.

🛑 On Suspensive Effect — An Honest Word

There were comments about the suspensive nature of our appeal — the request under § 395 to suspend the bankruptcy of Shape Robotics until the appeal is decided.

Let me be honest with you, because honesty is the entire point of this channel.

A suspensive-effect request usually requires considerable strength to be granted. In my opinion, we should proceed on the assumption that the proceedings will not be suspended during the appeal. We will wait for the appeal itself.

This is not something you need to treat as important. And when our enemies say “the suspensive request was rejected, therefore the appeal will be rejected” — recognise that for what it is: manipulation. The suspensive request and the merits of the appeal are unrelated. Do not fall victim to it.

The path in front of us is now very direct and very clear. It is a legal battle. We have played our cards. The job now is patience and open dialogue.

⏳ Still No Ruling on B-281-26 — And Why That May Be Good

I wrote to the High Court again today regarding the decision on the appeal against the appointment of Teis as liquidator (B-281-26). Still nothing.

In my reading, this silence may favour us:

A court that wants to reject an appeal can do so quickly. A court that is minded to grant relief — to follow our prayers — tends to take more time. Time, in this reading, is on our side.

I offer this as my interpretation, not a guarantee. But I do not read the silence as a bad sign.

🌍 The Shareholder-Centric Doctrine — Why I Stream Every Day

I want to say something about why I do this — the daily streams, the documents, the transparency — because it goes to the kind of reconstruction we are building.

During the 59 days, Teis had a legal obligation to communicate with the market and disclosed nothing. Since we resumed control, we have published more than 15 company announcements plus daily information — even though, as the party fighting the trustee, we have no formal obligation to share. We share because transparency serves the shareholders.

This is, I believe, a new model for how a publicly listed company should interact with its investors:

• Direct dialogue between management and retail investors, on open platforms.

• The same level of information retail investors would otherwise never get — the kind shared only in Tier 1 investor meetings, with investment bankers, with analysts of Topholm’s caliber.

• Freedom-of-speech tools like Substack, used to bypass a partisan press that has, in my view, protected the interests of a small, closed financier market rather than the shareholders.

I have even accepted criticism from Progression on one narrow point — that the AE4 situation should probably have been communicated more transparently to shareholders. I am a firm believer that the way we have communicated these last months is the right way, and that it should become a market standard: openness toward retail investors, dialogue as direct as possible — without disclosing inside information or manipulating, as Topholm did.

Today, for example, I received an email from Leonora Beck of Børsen — now a subscriber to this channel — asking for the appeal documents. I will not share those documents in writing at this stage. I will explain their content verbally and transparently through this channel, to keep a clean separation between legal opportunity and legal obligation of disclosure. You, the shareholders, get the information unfiltered, in real time, directly.

🔧 Not an SAS Reconstruction — Shareholder-Centric, Not Creditor-Centric

I want to be explicit about the kind of reconstruction we are building, because it is genuinely different.

We do not plan to do an SAS-style reconstruction, in which existing shareholders are wiped out. Ours is an innovative, different model that is shareholder-centric, not creditor-centric in the classical sense.

Classical reconstruction (SAS-style) Our model Creditor-centric Shareholder-centric Existing shareholders diluted/wiped Existing shareholders’ integrity preserved Debt restructured, equity sacrificed Debt converted to litigation rights against those who caused the damage New institutional money takes control New capital invited transparently, shareholders decide

The creditor win, we essentially already have — we have the instruments necessary to deliver a creditor outcome. What we are still fighting for are the instruments to restart the company and bring it back toward its pre-pump-and-dump value. That is the mission. That is what the daily fight, and the daily transparency, is for.

“You are not useful idiots. You are my partners.”

📊 Scoreboard — Where We Stand on Day 78

• First appeal (K 3337-25-F) — WON, 3 judges, 0 dissent, 5 March 2026.

• DFSA Topholm complaint (25-026420) — WON, Carnegie reprimanded.

• DFSA MAR confirmations (24–27 April) — DOCUMENTED IN WRITING.

• Subsidiary court orders on promissory notes — OBTAINED.

• Reconstruction appeal (R 1426-G) — FILED 25 MAY, 60 points, 14 exhibits.

• Motion to replace Teis as curator (Romanian lever) — IN PREPARATION, coming days.

• Suspensive effect request (§ 395) — PENDING, proceed assuming NOT granted.

• Appeal on Teis as liquidator (B-281-26) — AWAITING RULING, silence may favour us.

• Shape Romania reconstruction — OPEN, preliminary plan this week.

• Claim Romania → mother company → Teis & Kromann Reumert — CRYSTALLISING.

• Several secret actions — DELIBERATELY NOT PUBLIC.

🔜 What’s Next

• Today, 26 May 2026: announced the motion-to-replace-curator strategy via the Romanian lever.

• Coming days: motion to replace Teis as curator — technical structure kept as a surprise.

• This week: preliminary Romanian reconstruction plan filed.

• Awaiting: High Court ruling on B-281-26.

• Tomorrow: daily live session — bring your questions.

✊ Closing

“How can Teis verify Teis? It’s unheard of.”

“We can do that without the intervention of the High Court. We have the instruments.”

“This moment is already lost, Teis. You will be removed sooner rather than later.”

“We do not plan an SAS-mode reconstruction. Ours is shareholder-centric, not creditor-centric.”

“I’m quite thankful to Thais for making so many mistakes — and just waiting for the bill to come. He will have to pay.”

Q.E.D.

Mark-Robert Abraham Founder · Former CEO · Shareholder Shape Robotics A/S (now Phase Education A/S) Director · Shape Robotics Romania S.R.L. (in administration) CVR 38322656 · ISIN DK0061273125 Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 26 May 2026

Tomorrow: daily live session. Enjoy the sun — summer is coming. See you then.

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #Reconstruction #CuratorReplacement #Romania #R1426G #B28126 #KromannReumert #TeisGullitzWormslev #ShareholderCentric #4800Shareholders

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Day 70 — The Expert Behind the Paywall · Day 69 — Romania Enters the Battlefield · Day 68 — Fruit of the Poisonous Tree.

Nasdaq Copenhagen: SHAPE · CVR DK38322656 · ISIN DK0061273125.

Apologies for the silence. I travelled and the schedule slipped. I am back to daily dispatches. A great deal has moved. Let me bring you fully up to date.

What we filed today — Case R 1426-G

Today, 25 May 2026, we filed the appeal against the rejection of the reconstruction. Filed in good time, within the two-week appeal window under § 394(1) of the Administration of Justice Act. 60 numbered points. 14 exhibits. We are very confident in this appeal and in its power.

The core argument: the Probate Court applied the wrong legal test. To open a reconstruction under § 11 of the Bankruptcy Act, the court must only find it probable — i.e. not excludable — that a claim exists and that the debtor is insolvent. Instead, the court applied a trial’s standard of proof, as if the claim had to be finally adjudicated. That strict standard has no basis in the Bankruptcy Act.

We requested suspensive effect under § 39(5), so that the bankruptcy is suspended and no further disposition of the company’s assets is made until the High Court rules. The purpose of reconstruction is to preserve assets — if the bankruptcy continues, those assets may be realised or impaired to the point that reconstruction becomes illusory, regardless of how the High Court rules.

TL;DR — Day 77 at a glance

• Case: R 1426-G (reconstruction).

• Filed: 25 May 2026 — within the § 394(1) two-week window.

• Length: 60 numbered points across 10 pages.

• Exhibits: 14. Annexes: 1–14.

• Principal claim: set aside the 11 May order and commence reconstruction for Shape Robotics A/S.

• Alternative claim: remit the case to the Insolvency Court for reconsideration.

• Procedural request: suspensive effect under § 39(5) — suspend the bankruptcy until the High Court rules.

• Counsel: Thomas Weitemeyer, Moalem Weitemeyer (ref. 262370).

The Core Argument — why the court applied the wrong test

What the law requires

Under§ 11(1) of the Bankruptcy Act, reconstruction proceedings must be opened if two conditions are met: (1) the debtor is insolvent and (2) the creditor has a claim against the debtor. That is the entire test.

The Bankruptcy Act does not require that the claim be undisputed, finally determined, recorded in the accounts, or proven to the standard you would need to win a judgment. The court must only ascertain whether it is probable — meaning it cannot be ruled out — that the claim exists.

What the court did instead

The Probate Court departed from this correct starting point. It subjected the claim to a substantive examination of the evidence, as if it were trying the claim on the merits — despite the fact that the evidence required for such a trial had not been, and need not be, adduced at the reconstruction stage.

PROOF. § 11 contains no upper limit on the size of a claim that may found a reconstruction petition. The size of the claim cannot, by itself, justify a stricter examination or be an independent ground for dismissal.

In other words: the court raised the bar far above what the statute sets, and then dismissed the petition for failing to clear a bar that should never have been there.

The Claim — Elena Pasat, technical claim-holder

Below is the documented basis of the claim on which the reconstruction rests. Elena Pasat is the technical holder — the creditor of record.

• 26 Aug 2021 — Share Purchase Agreement: Elena Pasat sells 100% of StoryKids by EP S.R.L. to Shape Robotics A/S. (Annex 1)

• 27 Aug 2021 — Consultancy Agreement. (Annex 2)

• Feb 2022 — Addendum 2: 2% commission on all SRR revenue + 25% of enterprise value in shares from the StoryKids acquisition. (Annex 3)

• 7 Dec 2022 — Promissory Note 2022 (BRDE3AA 1081390), guaranteed by André Fehrn for Shape Robotics A/S. (Annex 4)

• 27 Oct 2025 — Power of Attorney: CEO Mark-Robert Abraham authorises André Fehrn to bind Shape Robotics A/S as guarantor on SRR promissory notes. (Annex 7)

• 27 Nov 2025 — Promissory Note 2025 (BACX3AA 6240945), replacing the 2022 note. (Annex 6)

• 14–16 Jan 2026 — Note falls due; payment rejected by Romania’s PIR (register no. 3952847) for RON 147,967,781 due to garnishment/seizure. (Annex 9)

• 19 Jan 2026 — Claim filed with the trustee. (Annex 10)

• 21 Jan 2026 — Trustee enters the claim as GB 33, a § 97 claim, in the debt register. (Annex 11)

• 26 Jan 2026 — Trustee’s Creditor Information 2 confirms claims based on Shape Robotics’ guarantee declarations. (Annex 12)

• 8 Mar 2026 — Reinstated management (Aurel Nein, Chairman; Mark-Robert Abraham, CEO) formally acknowledges the claim of DKK 217,088,880.58 as valid, certain and enforceable. (Annex 13)

The trustee’s silence is itself an acknowledgement

Elena Pasat filed her claim on 19 January 2026 — three days after the payment was refused. The trustee Teis entered it under GB 33 as a § 97 claim without any objection. At no point during the bankruptcy did the trustee call the claim for verification.

Compare with the comparable Moby Industries S.R.L. claim — GB 31, also a § 97 claim, also based on an SRR promissory note, also endorsed by André Fehrn, filed 20 January 2026. Same structure. Same treatment.

PROOF. It is disputed that the trustee can now challenge the validity of a claim he never took a position on or moved to verify. The trustee’s inaction is itself an acknowledgement that the claim possesses the clarity and substance required to found reconstruction proceedings.

You cannot register a claim, leave it unchallenged for months, and then turn around and say it is too unclear to support a reconstruction. That is not how the law works. That is not how anything works.

On the promissory notes — why the signature objection fails

The Probate Court attached decisive weight to the fact that the promissory notes were guaranteed by André Fehrn, who the court noted did not have sole signing authority at the time. The appeal dismantles this on three levels.

1. A promissory note is a negotiable instrument. By its legal nature it corresponds to a bill of exchange — an independent instrument of debt that is itself sufficient evidence of the claim. The holder of a duly issued and endorsed note need not separately prove the underlying relationship.

2. A director’s signature binds the company. Where the undertaking falls within the director’s sphere of competence — and a CEO endorsing a guarantee for a wholly-owned subsidiary’s earn-out plainly does — the signature validly binds the company.

3. There was an express Power of Attorney (Annex 7). Before the 2025 note was endorsed, Shape Robotics A/S authorised André Fehrn to “sign, execute, endorse, deliver, and otherwise validly bind Shape Robotics A/S in its capacity as guarantor on any and all Promissory Notes issued by Shape Robotics Romania S.R.L. — expressly in connection with earn-out obligations including the STORYKIDS BY EP S.R.L. transaction.” The Power of Attorney also waives any defence based on lack of authorisation, exceeding of mandate, or internal procedural irregularity.

The trustee did not record it — so what?

The court weighted the fact that, per the trustee, the claim does not appear in Shape Robotics’ accounts. The appeal answers this directly.

• Any failure by a debtor to record an obligation in its accounts is solely a matter for the company’s management. It cannot prejudice the creditor.

• A creditor’s rights do not lapse because the debtor failed to book the debt correctly.

• Promissory notes are negotiable instruments — valid and enforceable regardless of whether they appear in the debtor’s books.

The 217M claim being absent from the accounts is, if anything, evidence of the prior management’s failures — not a defence the estate can now raise against the creditor.

Romania — the parallel front

While the Danish appeal proceeds on paper, the Romanian reconstruction proceeds in operational reality.

• By Friday this week we file the preliminary business reconstruction plan for Shape Robotics Romania. It is a starting point, not yet comprehensive — but it establishes the framework.

• I remain company director. Daily meetings with the reconstruction lawyer. We are consolidating the assets that can be carried into the reconstruction.

• The Romanian trustee must establish the cause of insolvency within the first 40 days (30 in Denmark). The cause is documented and clear: the chaos of the 59-day unlawful Danish bankruptcy that left Shape Robotics Romania without management, without decision-making, without the ability to make payments — in total disarray.

• Next: a clear finding from the Romanian trustee, combined with the court, to start immediate proceedings to claim the full loss of value of the company directly against the trustee Teis and Kromann Reumert. Complex, multi-month process. The direction is clear as day.

Scoreboard — where we stand on Day 77

• First appeal (K 3337-25-F) — WON, 3 judges, 0 dissent, 5 March 2026.

• DFSA Topholm complaint (25-026420) — WON, Carnegie reprimanded.

• DFSA MAR confirmations (24–27 April) — documented in writing.

• MAR Article 17 supervisory file (26-005434) — OPEN.

• Criminal complaint vs Teis (0100-83986-10362-26) — well underway.

• Bar Council case (2026-1127) — OPEN, response received 11 May.

• Reconstruction appeal (R 1426-G) — FILED TODAY, 60 points, 14 exhibits.

• Suspensive effect request (§ 39(5)) — awaiting; would suspend Teis and freeze asset disposal.

• Appeal on Teis as liquidator (B-281-26) — awaiting ruling.

• Shape Romania reconstruction — plan filed Friday.

• Bailiff enforcement order on the “unclear” claim — expected before the High Court hearing.

• Several secret actions — deliberately not public.

What’s next — timeline

• Today, 25 May 2026: reconstruction appeal filed (R 1426-G), with suspensive-effect request.

• By Friday 29 May: preliminary Romanian reconstruction plan filed.

• Coming days: new developments — some of which will not be pre-announced, by strategy.

• Awaiting: High Court ruling on B-281-26 (Teis as liquidator).

• Before the R 1426-G hearing: bailiff enforcement order against Shape Robotics for the “unclear” claim.

• Tomorrow: live session — I will take your questions on the appeal.

Why I am confident

This is a winning appeal. Not because I want it to be — because the structure of the law makes it so. The Probate Court applied a trial’s standard of proof to a procedure that requires only probability.

The High Court reads the law for a living. When it reads § 11 against the order of 11 May, it will see what we see: a court that demanded final proof of a 217-million-kroner claim at the precise stage where the statute asks only whether the claim probably exists.

And it does. It is registered. It is acknowledged. It was entered by the trustee himself, without objection, under § 97. It rests on promissory notes, a power of attorney, and a written acknowledgement by the reinstated board. By the time the High Court hears it, it will carry an enforcement order.

Reconstruction is a solution that could bring back value — and should bring back value — to the shareholders. There is no way this reconstruction will not be opened by the High Court.

Q.E.D.

Mark-Robert Abraham

Founder, Former CEO, Shareholder — Shape Robotics A/S (now Phase Education A/S)

Director — Shape Robotics Romania S.R.L. (in reconstruction)

CVR 38322656 · ISIN DK0061273125 · Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania · 25 May 2026

Tomorrow: a full live session to take your questions on the appeal. Bring them.

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #Reconstruction #Section11 #R1426G #B28126 #PromissoryNote #KromannReumert #TeisGullitzWormslev #4800Shareholders

Nasdaq Copenhagen: SHAPE · CVR DK38322656 · ISIN DK0061273125

This Company Announcement is published pursuant to the Nasdaq Copenhagen Rulebook, Section 3.1, and concerns the ongoing appeal in case B-281-26 before Østre Landsret, 4. afdeling. The full GAME OVER investigation (70 episodes) is available at substack.wildceo.live.

70 days since the Danish High Court unanimously annulled the bankruptcy. Over the weekend, the Danish financial press decided the real story was that we booked a won lawsuit one quarter too early.

The Story Børsen Chose

Over the weekend, I made the front page of Børsen. Not for the unlawful bankruptcy. Not for the 59 days of trustee malpractice. Not for the missing MAR disclosures. Not for the cancelled EGM.

The story Børsen chose to investigate: that Shape Robotics Romania booked, in Q2 2025, a EUR 24 million claim against the Romanian Ministry of Education — a claim we ultimately won in court in January 2026.

The expert who provided commentary: a man named Lars Kirzner. He has no publicly accessible CV. His PhD appears to date from 1997. He told me, in writing, that his credentials are “available to informed parties.” He hides behind a Karnov Group paywall costing thousands of kroner. He told me he won’t talk to me anymore because I called the behavior communist.

I didn’t call him a communist. I called the behavior communist. There is a difference.

A Romanian recognizes this pattern instantly. We had a name for it: nomenklatura. A class of experts with hidden credentials, opaque relationships, and the unquestioned authority to declare who is correct and who is not. We had a phrase for the documents that justified their authority: “materiale de uz intern” — for internal use only. Available, naturally, only to the informed.

The substance of the story: the Romanian lawsuit was won. Booking it in Q2 2025 as a contingent receivable — when the favorable lower-court ruling existed but appeal windows remained open — is a legitimate accounting question, not a fraud. The judgment became final in January 2026. The receivable is real. Romanian commercial courts have validated it. The asset is now part of the reconstruction estate.

TLDR — The Timeline That Matters

Børsen ran a story this weekend about a EUR 24 million lawsuit between Shape Robotics Romania and the Romanian Ministry of Education. The timeline matters more than the headline.

• Late 2024 — Romanian Ministry of Education refused to award a grant to Shape Robotics Romania.

• End of 2024 — Shape Romania filed a complaint with the Ministry of European Funds (MIPA), the upper ministry. MIPA agreed with our position.

• 2024–2025 — Shape Romania initiated a lawsuit against the Ministry of Education seeking compensation.

• Q2 2025 — Shape Romania booked the claim as a contingent receivable in its financial statements.

• January 2026 — Judgment in favor of Shape Romania. Not appealed by the Ministry. Final.

• 15 May 2026 — Shape Romania entered reconstruction proceedings (see Day 69). The receivable is now an asset of the estate.

Substantively, this is good news. A win. A definitive judgment in favor of the company against a Romanian state actor. A real asset that the special administrator will now work to monetize as part of the Romanian reconstruction plan.

Børsen’s framing was not “Shape Romania wins lawsuit, brings asset to reconstruction.” Børsen’s framing was that we booked the claim too early in Q2 2025, before the judgment became final.

This is the journalistic equivalent of a police officer stopping you at a red light, where you have legally stopped, to inform you that you might have been speeding earlier. He has no evidence. You did not speed. But he wants you to be aware that it could have been a problem.

What Børsen Actually Wrote About Lars Kirzner

The expert Børsen and JP Hus (same media group) keep quoting in Shape Robotics matters is a man named Lars Kirzner. Over the weekend, I had a written exchange with him on LinkedIn. The exchange is public. You can read it.

Here is what I asked him:

1. Who are you? Where is your public CV?

2. What is your expertise? Where are your published works that anyone can read?

3. What is your relationship to Børsen and JP Hus? Do you invoice them? Are you on retainer? Or do you provide commentary informally?

4. Why are you commenting on Romanian commercial law matters? This was a Romanian lawsuit. Are you a Romanian-law expert?

Here is what he answered, paraphrased:

1. His CV is “available to informed parties.”

2. His published work is behind a Karnov Group paywall costing thousands of Danish kroner. His PhD thesis, which I downloaded, appears to be from 1997.

3. He says he has no commercial relationship with the newspapers but offers “free classes” for journalists. Whatever that means.

4. He has no specific Romanian-law expertise that I could identify — but he is commenting on the matter anyway.

Then he told me he would not continue the dialogue because I had called him a communist. I did not call him a communist. I called the behavior communist. There is a critical distinction.

The behaviors I named are:

• Credentials “available only to informed parties.”

• Publications behind paywalls inaccessible to the public.

• Anonymous or unaccountable expertise deployed to attack named individuals.

• Refusal to engage with substantive criticism.

• Demands that the criticized party show respect to the un-credentialed authority.

Romanians recognize these patterns. We lived under them for forty-five years.

I have invited Mr. Kirzner to testify in the Romanian court proceedings regarding Shape Robotics Romania — as a witness, to explain the methodology by which Børsen and JP Hus generate their expert commentary on this case. The invitation is open.

Why a Romanian Sees This Pattern Immediately

Romania was a communist dictatorship from 1947 to 1989. During those forty-two years, the country developed a class of experts whose authority did not rest on publicly verifiable credentials, but on opaque relationships within the party structure. This class was called the nomenklatura. Its members had access to information, materials, and decision-making processes that ordinary citizens did not.

The internal documents that justified the nomenklatura’s authority were classified into categories. The most common was “materiale de uz intern” — materials for internal use only. If you wanted to challenge a decision, you had to cite the materials. If you wanted to cite the materials, you had to be inside the system. If you were inside the system, you would not be challenging the decision.

This is what I recognized in Lars Kirzner’s response: that his CV is “available to informed parties.” That is exactly the nomenklatura’s response. You can question my authority — but only if you are already authorized to question it. Otherwise, please return to your seat.

Romanians left this system in 1989. Many of us paid for the privilege with the lives of family members. We are not nostalgic. We notice the pattern when it appears in countries that consider themselves immune.

I am not calling Denmark a communist country. Denmark is one of the most democratic countries in the world. But specific patterns — the hidden credentials, the paywalls, the unaccountable expertise, the demand for respect without transparency — appear in Denmark with surprising frequency in the way the Danish establishment polices its own.

I notice. I name what I notice. I am told it is rude to notice. It is rude. I do not care.

What the Story Reveals About the System

The Børsen story over the weekend tells you something important about how Danish financial journalism is structured. It is not primarily an inquiry into the truth. It is a maintenance function for a system that has decided certain outcomes in advance.

Consider the questions Børsen did not ask this weekend:

• How did a publicly listed company get bankrupted unlawfully in 10 minutes? — the foundational error of the entire case.

• Why was no certified interpreter present at the 17 April hearing? — ECHR Article 6(3)(e) violation, documented.

• Why was Teis appointed kurator three times in four months? — documented per se conflict of interest.

• Where are the Cision announcements during Teis’s 59 days? — MAR Article 17 violation, DFSA confirmed.

• Why was the EGM cancelled with no announcement? — documented destruction of shareholder rights.

• Why was Sanako Oy bankrupted by its parent’s trustee? — documented destruction of a valuable subsidiary.

• Why did Erhvervsstyrelsen contradict itself on the company’s address? — cases 137907 vs 143927, contradictory in 20 days.

These are the substantive failures of the system that produced the Shape Robotics situation. Børsen has not investigated any of them. Børsen investigated whether a contingent receivable was booked one quarter too early in a Romanian financial statement that no Danish investor has ever read.

The function of the story, in other words, is not to inform. It is to construct, retrospectively, a narrative in which the unlawful bankruptcy was somehow inevitable. “Anyway, they were going to fail.” This is what Romanians recognize as the alibi narrative — the explanation deployed after the fact to make a wrong outcome seem natural.

Nimbochromis — A Considered Reply

The most substantial critique of the weekend came from a Nordnet user, Nimbochromis. Unlike the troll account “Progression,” Nimbochromis writes in good faith. He has read the case. He raises arguments that deserve a proper answer. His critique, in essence: one lawsuit replaces the other, nothing moves forward; little value is left in the company; a reconstruction is the same as starting from scratch; existing shareholders will end up as “alibis and useful idiots.”

This is a serious critique. It deserves a serious response. Let me take each argument in turn.

1) “One lawsuit replaces the other — it doesn’t move forward.” This is empirically wrong. In 70 days: the bankruptcy was annulled by the Eastern High Court (unanimous, 5 March 2026); a Carnegie analyst was sanctioned by the DFSA (MAR Art. 20(1) reprimand, 7 April 2026); DFSA confirmed in writing a MAR Article 17 violation against Teis (24–27 April 2026); the Romanian Ministry of Education lawsuit was won (January 2026, definitive, EUR 24M); the 14 April EGM was held with a 90.6% restructuring mandate and a new board approved (Aurel Nein Chairman, Kim Okkola, Alexandru Ambrozie); the company was renamed to Phase Education A/S (Cision 06-26); Shape Romania reconstruction was opened (15 May 2026); the Brussels Ibis Article 53 certificate was filed with the bailiff; the Ground D filing was submitted to the Eastern High Court (13 May 2026, ruling within days). This is a lot of forward movement. What looks like stasis from outside is, in fact, a deliberate construction of legal positions on multiple fronts.

2) “Not much value left — the IP is not worth the paper it’s written on.” Yes — Chinese competitors are sprinting ahead in educational robotics hardware, with a 1.4-billion-person domestic market and near-zero marginal cost in Shenzhen. But the European public-sector education market is highly protectionist. Chinese hardware does not win EU tenders against European-curriculum-aligned platforms — not because of price, but because of compliance, sovereignty, and political economy. The IP that matters here is not the molded plastic of the Fable robot. It is the multi-year integration into a regulatory environment that Chinese competitors will not match within the relevant time horizon: curricular integration with 27 EU member-state systems, GDPR/DPA/eIDAS compliance, trust relationships with Ministries of Education in five EU countries, the Bechtle framework for Polish schools (EUR 32M, 5 years), the PNRR pipeline in Romania (EUR 120M pending), and a Romanian–Polish–Finnish manufacturing nexus. Our pipeline is not empty: EUR 152M in active opportunities, with EUR 24M already crystallized as a court-validated receivable from the Romanian state.

3) “A reconstruction is starting from scratch — no startup gets listed on day one.” This conflates two different things. A reconstruction is not a newly founded company. It is court-supervised continuation of an existing entity that retains its CVR (DK38322656), its ISIN (DK0061273125), its Nasdaq Copenhagen listing (currently suspended), its IP, contracts, employee base, and customer relationships — and all litigation rights against the parties that caused the damage. The reconstruction plan I will file by end of May proposes restoring the trading status — not starting a new IPO — under Nasdaq Copenhagen Rulebook section 5.3 (resumption of trading following corporate restructuring). The Phase Education A/S that emerges is the same legal entity, with the same shareholders of record, with the asset base reorganized and the debt structure reset.

4) “Mark Abraham will take payment — existing shareholders will be useful idiots.” Of course I expect to be paid for this work. I have a family. I have a daughter. I have rent. I have a life. The idea that I am doing this for moral satisfaction alone is not a serious idea. But compensation has a structure, and the structure I am committed to is: public disclosure in advance (no hidden side arrangements); alignment with shareholder recovery (if shareholders recover 100% of pre-bankruptcy value, I get paid more — if they recover less, I get paid less); subject to formal approval mechanisms (board, AGM, audit committee), not by my unilateral decision; and explicitly not the SAS pattern. The proposed reconstruction converts unsecured creditor claims (DKK 540M) into litigation rights against the parties responsible for the unlawful bankruptcy. Existing shareholders retain their position. New capital comes in through transparent equity issuance ratified by AGM. You are not useful idiots. You are my partners.

One closing observation on Nimbochromis: I disagree with much of his analysis. But I respect the framing. He wrote in his own name, with arguments rather than insults. He distinguished between criticizing me and dismissing me. This is what a good-faith critic looks like. I will engage with him substantively in every episode where he writes. The dialogue I offered Progression is also open to him — live, on camera, with substance.

Scoreboard — Where We Stand Today

• First appeal (K 33-3725-F) — WON. 3 judges, 0 dissent, 5 March 2026.

• DFSA Topholm complaint (25-026420) — WON. Carnegie reprimanded.

• DFSA MAR confirmations, 24–27 April — documented in writing.

• MAR Article 17 supervisory file (26-005434) — open, active.

• Police complaint (0100-83986-10362-26) — open.

• Bar Council case (2026-1127) — open.

• Ministry of Education lawsuit, Romania — WON, January 2026, definitive.

• Shape Romania reconstruction — opened 15 May 2026.

• Brussels Ibis enforcement — filed with bailiff.

• Forced dissolution / new bankruptcy appeals (B-281-26) — awaiting ruling this week.

• Lars Kirzner testimony in Romanian court — invited, awaiting response.

• Børsen substantive investigation of the unlawful bankruptcy — still waiting.

What’s Next — Timeline

• 18 May 2026 (today) — Episode 70 published. Lars Kirzner invited to Romanian court testimony.

• This week — Eastern High Court ruling expected on B-281-26 (Teis as liquidator appeal).

• By 22 May — Brussels Ibis Article 53 certificate from Romanian bailiff.

• By end of May — Romanian reconstruction plan filed (14-day deadline from 15 May opening).

• June — Creditor vote on Romanian reconstruction plan.

The Real Question

I want to leave you with the question that Børsen, JP Hus, and every Danish financial journalist of consequence has refused to ask for 70 days. How is it possible, in 2026, in Denmark, for a publicly listed company on Nasdaq Copenhagen — with 4,800 shareholders across 17 countries and 700 employees across three continents — to be declared bankrupt unlawfully in a 10-minute hearing, and for that failure to receive zero substantive journalistic investigation in the Danish financial press?

The answer, to a Romanian, is depressingly familiar. The system has decided what the outcome should be. The journalism then assembles, after the fact, the narrative that justifies the outcome. The expert commentary then reinforces the narrative. The criticism is then dismissed as the noise of someone who does not understand how things are done here.

I’m not calling Denmark a communist country. I’m naming the patterns I see. The real question is: how is it possible for a publicly listed company to go bankrupt unlawfully in 2026 Denmark?

Q.E.D.

—

Mark-Robert Abraham

Founder · Former CEO · Shareholder

Shape Robotics A/S (now Phase Education A/S)

Director · Shape Robotics Romania SRL (in reconstruction)

CVR 38322656 · ISIN DK0061273125 · Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania · 18 May 2026

Open invitation: Mr. Lars Kirzner — the invitation to appear as a witness in the Romanian commercial court proceedings on Shape Robotics Romania remains active. Your CV need not be made public. The court has its own standards for credentialing witnesses. We look forward to your testimony.

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #Børsen #LarsKirzner #Nomenklatura #DanishMedia #B281–26 #KromannReumert #4800Shareholders #PressFailure #Romania

On 16 May 2026, Børsen ran a piece titled “Robotselskab bogførte usikre millioner – uden et ord til investorerne”

2026 05 16 Børsen Robotselskab Bogførte Usikre Millioner – Uden Et Ord Til Investorerne

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Translation:

Borsen Full En

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— “Robot company booked uncertain millions, without a word to investors.” The piece, amplified the next day on LinkedIn by Lars Kiertzner (statsautoriseret revisor, PhD, the headline expert Børsen quoted), calls our Q2 2025 recognition of DKK 41.9 million “fresh” — Danish accounting slang for reckless.

I’d like to keep this short. Here is what Børsen and Kiertzner forgot to mention, or chose not to.

The court has already ruled. In our favour.

Romanian court file 200000000445775. Public. Verifiable. Open it yourself:

👉 portal.just.ro/2/SitePages/Dosar.aspx?id_dosar=200000000445775&id_inst=2

Shape Robotics Romania SRL won. The Romanian court found that the September 2024 rejection of our PNRR application Shaping Techducators was unlawful. The win is not “alleged.” It is on the record. Børsen mentions this in passing. Kiertzner waves it away with the word “allegedly being appealed.”

Allegedly by whom? On what timeline? With what suspensive effect? The post does not say. Because saying it would collapse the argument.

Where the recognition actually lives

Here is the part the “outside accounting user” missed. The DKK 41.9 million was not booked in Denmark on a hunch. It was recognised in Shape Robotics Romania SRL — in Romania, under Romanian accounting law — based on a formal administrative act of the Romanian Ministry of Investments and European Projects (MIPE).

Raport Verificare Nr

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Translation:

Mipe Full En

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That act is not folklore. It is Raport de verificare nr. 90449/05.12.2024, signed by Director General Laurențiu Alin Crîmu, head of DGMMRR (the directorate that manages PNRR controls and recoveries). The report:

• Examines the rejection of the Shaping Techducators application.

• Finds the evaluation process flawed (”vicierea procesului de evaluare”).

• Confirms that the eligibility grid did not clearly define accreditation as a separate criterion (Ghid solicitant pct. 5.8) — the very reason for the rejection.

• Orders a re-evaluation of applications rejected exclusively on that ground.

• Recommends an urgent rewrite of the calls in progress to prevent similar situations.

That is not a “compensation claim.” That is the management authority of Romania’s recovery and resilience mechanism formally requalifying the file. The Romanian subsidiary recognised revenue on the basis of that act, audited under Romanian rules. Then — and only then — the result rolled up the consolidation chain to the Danish parent.

Denmark’s job is IFRS 10. That’s it.

Shape Robotics A/S is the Danish parent. Under IFRS 10 — Consolidated Financial Statements — its job is to consolidate the audited figures of its controlled subsidiary, Shape Robotics Romania SRL, line by line, after intra‑group eliminations.

The question of whether the underlying revenue was correctly recognised is answered in Romania, on Romanian books, against the Romanian administrative act and Romanian court file. Not in a LinkedIn post written from the outside by someone who never saw either document.

If the recognition is sound in Romania — and it is, twice over: administratively by MIPE on 5 December 2024, and judicially by the Romanian court in January 2026 — then the consolidated Danish figure is, by IFRS 10, sound.

This is plumbing, not philosophy.

On “very likely to birds on the roof”

Kiertzner asks the audience to imagine an outcome range from “very likely” to “fugle på taget” (birds on the roof — Danish for “pie in the sky”). It is a nice rhetorical figure. It is also the wrong test.

The recognition was not an IAS 37 contingent asset waiting on a courtroom miracle. It was revenue tied to:

1. A formal MIPE verification report (5 December 2024) flagging the rejection as unlawful and ordering re-evaluation.

2. A delivered scope of services and teacher training, with documentation.

3. Auditor Beierholm signing the H1 2025 report without reservation.

That clears IFRS 15 (”probable” — more likely than not) and IAS 20 (”reasonable assurance”). It does not need to clear “virtually certain,” because it is not a contingent asset. It is a revenue line backed by an administrative act and delivered performance.

The January 2026 court ruling did not create the recognition. It confirmed it.

On the comma “allegedly appealed”

A Danish PhD in accounting writes “allegedly being appealed by the relevant Romanian ministry” and treats it as a fact heavy enough to recharacterize an entire revenue line.

I am not a PhD, but I know how to read a court portal. The file number is above. Anyone — Børsen, Kiertzner, FSR – Danske Revisorer, anyone — can verify the procedural status in under a minute. Until that verification happens, “allegedly” is not analysis. It is a hedge.

What “fresh” actually means here

Booking revenue when:

• the management authority of Romania’s PNRR has issued a verification report identifying the rejection as flawed,

• the underlying services have been delivered,

• the statutory auditor signs off without reservation,

• and the case is later won in court,

is not “fresh.” It is correct. The only thing fresh in this story is the speed at which a Danish newspaper and a Danish accountant were willing to publish a verdict on a Romanian administrative file neither of them appears to have read.

The receipts are below. I’ll let them speak.

— Mark Abraham Former CEO, Shape Robotics A/S Bucharest, 17 May 2026

Receipts (all public):

• Court file (Romania, Tribunal București): portal.just.ro/2/SitePages/Dosar.aspx?id_dosar=200000000445775&id_inst=2

• MIPE Verification Report no. 90449/05.12.2024 (full English translation: see appendix below)

• Børsen article, 16 May 2026 (full English translation: see appendix below)

• Shape Robotics H1 2025 Interim Report (Cision/Nasdaq, audited by Beierholm, no reservations)

• Østre Landsret, case K 3337/25‑F (5 March 2026 — first bankruptcy in Nasdaq Copenhagen history annulled, unanimous)

• Finanstilsynet formal reprimand against Lars Topholm (Carnegie) for market abuse involving Shape Robotics

Acest eseu argumentează că fenomenul electoral Călin Georgescu, apărut în România în noiembrie 2024, nu reprezintă o manifestare a extremismului de dreapta, ci un simptom al adicției colective la *hopium* — speranța ca drog politic, mediată algoritmic prin platforme precum TikTok.

Plecând de la datele Oficiului Național pentru Jocuri de Noroc (ONJN, 2025), de la teoria perspectivei (Kahneman și Tversky, 1979) și de la decizia preliminară a Comisiei Europene împotriva ByteDance (Comisia Europeană, 2026), lucrarea propune trei teze:

(1) doctrina Georgescu aparține tradiției național-etatiste, nu dreptei conservatoare;

(2) electoratul românesc exhibă un comportament de tip *loss chasing* analog ludopatiei clinice (DSM-5);

(3) singura ieșire din ciclu este construirea unei *Extreme Intelectuale* — o dreaptă autentică, fundamentată instituțional.

Studiul compară fragilitatea instituțională românească cu robustețea modelului danez, ilustrat prin cazul Shape Robotics A/S (Østre Landsret, 2026).

**Cuvinte-cheie:** hopium; ludopatie; loss chasing; TikTok; Digital Services Act; Georgescu; AUR; doctrină politică; instituții; România.

1. Introducere: Diagnostic Comod și Diagnostic Fals

Pe 14 mai 2026, într-o seară de miercuri ca oricare alta, Călin Georgescu a stat două ore la *Marius Tucă Show* și a rostit, cu vocea calmă a unui om care crede că ascultă voci pe care alții nu le aud, un decalog politic în zece puncte (Gândul, 2026). A vorbit despre naționalizarea zestrei naționale, despre bănci populare pentru credit productiv, despre omul moral bazat pe morala creștină, despre o democrație participativă în fiecare zi. A încheiat în registru profetic: „Trăim niște momente unice. Dumnezeu ne-a ales să le trăim. Ne vrea puternici, nu slabi. Curajoși, nu lași.”

A doua zi, presa românească l-a numit, conform unui reflex care a devenit lege nescrisă, *extremist de dreapta* (Europa Liberă, 2026; G4Media, 2026; HotNews, 2026). Diagnostic comod. Diagnostic fals. Și, mai grav, diagnostic care ne împiedică să înțelegem ce s-a întâmplat cu adevărat în țara aceasta în ultimii treizeci și cinci de ani.

Doctrinar vorbind, Georgescu nu este de dreapta. Programul lui — naționalizare, etatism economic, bănci de stat, democrație plebiscitară, religie instrumentalizată, mesianism providențial — este, în orice manual de filosofie politică serios scris în ultimele două secole (cf. Burke, 1790; Hayek, 1944; Scruton, 2014), **socialism etatist cu fundament mistic-național**. Mai aproape de Perón decât de Thatcher; mai aproape de Chávez decât de Reagan; mai aproape de bolivarianismul venezuelean decât de conservatorismul britanic.

2. Aritmetica Dependenței: România ca Piață de Gambling

În prima jumătate a anului 2025, conform datelor Institutului Național de Statistică, românii au jucat la jocuri de noroc 5,5 miliarde lei. În aceeași perioadă, întreaga industrie hotelieră din România a încasat 5 miliarde lei (INS, 2025). Am pariat mai mult decât am dormit la hotel.

În 2023, datele Băncii Naționale a României, prezentate de Florian Neagu, arătau că românii cheltuiseră online, cu cardul, la jocuri de noroc, 12,5 miliarde lei — aproximativ 2,5 miliarde euro, adică 3,1% din volumul global al gambling-ului online (BNR, 2023). România reprezintă 0,33% din economia globală. **Jucăm de zece ori mai mult decât producem.**

Pe teritoriul țării funcționează, conform registrului ONJN (2026), 5.148 de săli de jocuri active, cu 44.450 de aparate licențiate. Adăugând agențiile de pariuri sportive, ajungem la peste 12.000 de unități (Ministerul Finanțelor, 2021). Pentru context: România are aproximativ 28.000 de biserici și 8.000 de farmacii. Trinitatea modernă — biserica, farmacia, păcănelele — în ordinea în care îți cedează corpul.

Studiile internaționale (University of Liverpool, 2020; NatCen, 2019) arată că 70% din veniturile caselor de pariuri provin de la 5% dintre clienți. La pariurile sportive, proporția urcă la 86%. Industria trăiește din **boala** unei minorități captive.

În România, această minoritate are un profil sociologic precis (RomSlot, 2024): bărbați tineri, din urban, cu educație medie, venituri sub medie, motivați de dorința de a recupera sumele pierdute. Comportamentul se numește *loss chasing* — al șaselea criteriu DSM-5 pentru tulburarea de gambling, prezent la 82% dintre cei diagnosticați (APA, 2013).

La preluarea mandatului în 2025, președintele ONJN, Vlad-Cristian Soare, a declarat că a moștenit 30.000 de cereri de autoexcludere neprocesate (Soare, 2025). Aproximativ 100 de cereri noi se depun zilnic. Aceasta este populația care, în noiembrie 2024, a oferit 22,94% din voturile primului tur al alegerilor prezidențiale unui candidat cotat cu o lună înainte la 1% în sondaje. Nu este o coincidență. Aceeași populație. Același mecanism.

3. De la Marx la Hopium: Religia, Dopamina și Speranța ca Drog

În 1843, Karl Marx scria că religia este *opiul popoarelor* (Marx, 1844). Citită integral, fraza nu disprețuiește credința, ci o explică drept răspuns farmacologic la o durere reală. În secolul XXI, opiumul s-a metamorfozat în derivatul său politic: *hopium* — contracție din *hope* și *opium*, termen vehiculat în psihologia politică americană post-2016 (Haidt, 2018).

Hopium-ul este starea neurochimică în care promisiunea unui salvator politic generează aceeași cascadă dopaminergică care însoțește jackpotul de pe slot-machine. Cercetările din neurobiologia adicției (Rigoli et al., 2016; Clark et al., 2013) confirmă că promisiunea unei recompense majore activează exact aceleași zone cerebrale, indiferent dacă recompensa este financiară, romantică, religioasă sau politică. Recompensa variabilă — descoperită de Skinner (1957) și exploatată sistematic de industria de gambling — este cel mai puternic mecanism de condiționare cunoscut.

Călin Georgescu nu vinde un program politic. Vinde **alinare neurochimică** unei populații rănite structural. Iar populația o cumpără exact așa cum apasă butonul roșu al păcănelei din pub-ul de la colț.

4. Cazinoul Algoritmic: TikTok, DSA și Anularea Alegerilor

Comisia Europeană a confirmat oficial acest mecanism cu trei luni înainte ca Georgescu să rostească decalogul. Pe 6 februarie 2026, decizia preliminară împotriva ByteDance în cadrul investigației deschise sub Digital Services Act (Comisia Europeană, 2026) afirmă că platforma TikTok „creează dependență în mod voit” și „mută creierul utilizatorilor în pilot automat”, generând comportament compulsiv. Bruxelles-ul a calificat designul drept *risc sistemic* în sensul articolului 34 DSA.

Pe această platformă, în noiembrie 2024, Georgescu a urcat de la 1% la aproape 23% în câteva săptămâni. Investigațiile presei (The Guardian, 2024; Politico Europe, 2024; BBC, 2024; Snoop, 2024; Recorder, 2024) au documentat o operațiune coordonată cu peste 130 de influenceri și o exploatare metodică a algoritmului *For You*. Audiența nu l-a *ales* pe Georgescu; l-a *primit*, exact cum un jucător la slot primește un mic câștig programat la al 47-lea învârtit.

Pentru prima dată în istoria politică românească, un președinte (anulat, ce-i drept) a fost ales **predominant printr-un cazinou algoritmic**. Restul țării a apăsat butonul.

5. Loss Chasing Electoral: O Cronologie a Mizelor Dublate

Loss chasing-ul are o dinamică previzibilă. Jucătorul pierde, refuză să accepte pierderea ca terminală, mărește miza. Pe baza teoriei perspectivei (Kahneman și Tversky, 1979), durerea unei pierderi este procesată la o intensitate aproximativ dublă față de plăcerea unui câștig echivalent — *loss aversion* este motorul biochimic al întregii industrii de gambling.

Aplicat politic:

1990 — Iliescu și „comunism cu față umană” (pierdere).

1996 — Convenția Democrată, Constantinescu (pierdere).

2000 — Iliescu, refugiu (pierdere).

2004 — Băsescu, „să trăiți bine” (pierdere).

2014 — Iohannis, „România lucrului bine făcut” (pierdere).

2019 — dublăm miza pe Iohannis (pierdere catastrofală).

2024 — USR, „fără penali” (pierdere).

Noiembrie 2024 — Georgescu (câștig confiscat).

Mai 2025 — Simion (pierdere).

Mai 2026 — după căderea guvernului Bolojan, electoratul stă din nou în fața mesei. Ce face un loss chaser? **Mărește miza.**

Cea mai bună descriere a acestei stări vine din Dostoievski (1866), *Jucătorul*: „Există o clipă, una singură, când totul atârnă de o singură carte. Și atunci nu mai contează că ai pierdut tot — contează că s-ar putea să câștigi din nou.” Aceasta este România electorală a anului 2026.

6. Pariul ca Disciplină: De la Pascal la Buffett

A paria nu este, în sine, o boală. Pascal (1670) a fondat calculul probabilităților și a formulat *Pariul* care îi poartă numele — pariul ca arhitectură matematică a riscului. Descartes (1637) a pariat pe metodă și a câștigat modernitatea. Dostoievski a pierdut averi la Wiesbaden și a produs literatura universală (Frank, 2010). Keynes (1936) ne-a lăsat avertismentul: „Piețele pot rămâne iraționale mai mult timp decât poți tu să rămâi solvabil.”

Buffett, Munger, Soros, Dalio, Druckenmiller, Thiel, Musk, Bezos — toți practicanți ai unei singure discipline: *position sizing* inteligentă (Mauboussin, 2013). Pariază numai când au *edge*. Toți au pariat. Toți au pierdut, măcar o dată. Dar niciunul nu a pariat din disperare — ci din decizie educată. Diferența dintre un ludopat și un investitor de hedge fund nu este în butonul apăsat, ci în **creierul care îl apasă**. Unul are *edge*, celălalt are *hopium*. Aceeași logică se aplică votului.

7. Taxonomia Doctrinară: AUR și Georgescu Nu Sunt „Extrema Dreaptă”

Presa românească numește reflexiv *extremă dreaptă* orice formulație cu drapel mare. AUR nu este de dreapta — nici doctrinar, nici istoric, nici economic. Este un partid populist-naționalist cu economie etatistă, retorică anti-elită, fundament religios instrumentalizat și nostalgie istorică selectivă. Programul economic propune protecționism, intervenționism, control asupra resurselor, reducerea capitalului străin — politici clasice de **stangă etatistă** (cf. Polanyi, 1944; Mudde, 2007).

Decalogul Georgescu duce logica la extrem: naționalizare, bănci populare, credit dirijat, democrație directă, religie ca temei al politicii. Acestea **nu sunt** pozițiile lui Burke (1790), Hayek (1944), Friedman (1962), Scruton (2014) sau Thatcher. Sunt mai aproape de socialism creștin tip Lammenais sau, în paralela inconfortabilă, de programul economic al Gărzii de Fier din anii ’30 — anticapitalist, antiburghez, antiliberal, etatist, mistic (Heinen, 1986; Veiga, 1989).

Axa stânga-dreapta nu se definește prin atitudinea față de națiune, ci prin **atitudinea față de proprietate, piață și rolul statului în economie** (Bobbio, 1996). Aplicând criteriul corect, AUR și Georgescu se află pe latura stângă a acestei axe. **Asta nu este Reagan. Este Perón cu icoană.**

8. Studiu de Caz Comparativ: Danemarca, România și Shape Robotics A/S

Pentru a înțelege ce înseamnă o democrație funcțională, autorul invocă experiența directă a conducerii unei companii listate la Nasdaq Copenhagen (Shape Robotics A/S). În Danemarca există șapte partide care intră alternativ la guvernare — fiecare cu minim treizeci de ani de istorie, fiecare cu documente programatice tehnice, fiecare a guvernat și a ieșit pașnic din guvernare (Folketinget, 2024).

Mette Frederiksen guvernează acum în coaliție cu Venstre — adversari istorici, parteneri pragmatici. În România, o asemenea coaliție ar fi etichetată *trădare națională*. În Danemarca se numește *compromis instituțional*. Funcționează pentru că danezii au învățat un adevăr simplu: **instituțiile sunt mai puternice decât oamenii** (Acemoglu și Robinson, 2012).

Și Danemarca are limitele ei. Pe 6 ianuarie 2026, Sø- og Handelsretten a declarat Shape Robotics A/S în faliment în baza unei petiții care nu fusese niciodată notificată legal companiei. Cincizeci și nouă de zile mai târziu, pe 5 martie 2026, Østre Landsret (Cazul SK-524/2026-SHR) a anulat unanim decretul: *„Konkursbegæringen er ikke lovligt forkyndt”* (Østre Landsret, 2026). În cele 59 de zile, kuratorul scrisese DKK 199 milioane în active la zero, Nasdaq Copenhagen suspendase tranzacționarea, iar 4.800 de acționari fuseseră lăsați în întuneric.

Adevărul este între cele două extreme. România are prea mult haos și zero instituții; Danemarca are prea multe instituții și, uneori, întârzie să-și recunoască eroarea. Dar greșelile daneze se repară prin trei judecători care citesc legea; greșelile românești se repară prin următoarea promisiune populistă pe TikTok.

9. Vidul Doctrinar: De ce Niciun Partid Românesc Nu Mai Are O Idee

În octombrie 2025, PSD a eliminat oficial, prin vot de Congres, cuvantul *progresist* din Statutul propriu. Președintele Sorin Grindeanu a anunțat un *partid al României, nu al experimentelor ideologice* (PSD, 2025). Senatorul Titus Corlățean a publicat un comunicat care merită citat: „PSD seamănă tot mai puțin cu un partid politic. Este, mai degrabă, o entitate cu profil economic” (Corlățean, 2025).

PNL nu a publicat un document doctrinar relevant în ultimii zece ani; toate textele programatice sunt liste de proiecte fără cadru ideologic. USR a trecut, în câțiva ani, de la *fără penali* la o existență doctrinară aproape inexistentă. Mungiu-Pippidi (2025) sintetizează: „USR era un partid agresiv populist, […] a pregătit terenul pentru AUR, și doctrinar, și ca stil.”

Andrei Pleșu observa, încă din anii 2000: „Principalele partide românești postcomuniste nu acționează în funcție de vreo ideologie sau doctrină” (Pleșu, 2003). Cristian Preda (2002) formulează diagnosticul în termeni mai duri: partidele sunt „grupuri ad hoc, inconsistente axiologic și politic, animate de voluntarismul sau oportunismul unor lideri de ocazie”.

Într-un vid doctrinar de această magnitudine, populistul mesianic nu este o anomalie. Este o **constantă matematică**. **Vidul atrage opiu. Întotdeauna.**

10. Extrema Intelectuală: Dreapta Autentică pe Care România Nu O Are

Dreapta autentică, în sensul tradițiilor intelectuale europene (Burke, 1790; Tocqueville, 1835; Oakeshott, 1962; Hayek, 1944; Röpke, 1958; Scruton, 2014), se construiește pe câteva pietre fundamentale: **subsidiaritate**, **statul de drept**, **instituții puternice și limitate**, **economie de piață cu reguli**, **patriotism informat**, **religia ca etică și cultură**, **familia și comunitatea** ca structuri organice, **lectură, educație, transmitere** și, peste toate, **incoruptibilitatea ca normă instituțională**.

Această dreaptă nu există ca formă politică organizată în România. A existat sporadic în figuri individuale — Carp, Maiorescu, Maniu, Coposu, Țucțea. Există, dispersat, în voci contemporane: Pleșu, Liiceanu, Patapievici, Baconschi, Aligică, Preda, Ioniță, Mișcoiu. Dar nu există, în 2026, sub forma unui partid funcțional.

Aceasta este **Extrema Intelectuală** a societății românești — CEO-ul care a construit o companie de la zero, managerul care a condus mii de angajați, antreprenorul care a pariat tot, avocatul care citește contracte, economistul care înțelege diferența dintre inflație de cerere și de cost, medicul care știe că reforma se face prin proces, profesorul sătul de mediocritate, diasporul întors acasă. **Risk takers cu doctrină. Gambleri educați, cu Burke și Excel pe noptieră.**

11. Recomandări: Dezamorțire Civică și Schimbarea Pariului

**Pentru fiecare cititor:** dezamorțire civică. Citiți o carte serioasă pe săptămână (Burke, 1790; Hayek, 1944; Scruton, 2014; Patapievici; Pleșu). Învățați să citiți cifre — bugete, bilanțuri, statistici Eurostat. Deconectați algoritmul TikTok de la formarea civică. Votați doctrina cea mai apropiată de ce ați citit; dacă nu există — construiți-o.

**Pentru Extrema Intelectuală:** **intrați**. Politica nu se schimbă prin postări pe Facebook sau editoriale la *Contributors*. Se schimbă prin oameni care candidează, pierd, învață, candidează din nou, guvernează prost prima oară, guvernează mai bine a doua oară. Spațiul gol lăsat de elita care rămâne *în spatele monitorului* se umple, natural, cu Georgescu.

**Pentru noi toți, ca societate: schimbăm pariul.** Nu mai votăm disperat. Nu mai dublăm miza ciclu după ciclu. Începem să jucăm **ca Dostoievski** (pierdere transformată în construcție), **ca Descartes** (pariu pe metodă), **ca Pascal** (probabilități calculate), **ca Buffett** (*edge* înainte de miză mare). Pariem ca un CEO care, după 59 de zile de faliment scris greșit, a obținut anularea unanimă. Documentat. Juridic. Transparent. Public.

12. Concluzie: Georgescu Este Simptomul, Nu Pericolul

Călin Georgescu nu este pericolul. Călin Georgescu este **simptomul**. Pericolul este amorțeala care îl produce — o țară care a uitat să citească, să calculeze, să gândească, să riște competent. Slot-machine-ul politic este proiectat, exact ca cel din pub-ul de la colț, să te lase fără bani și fără speranță.

Singura cale este să ieși din cazinou. Să deschizi o carte. Să scrii un plan de afaceri. Să construiești o instituție. Să pariezi educat. Să refuzi *hopium*-ul. Sper că, după ce ați citit aceste rânduri, refuzați și voi.

*Q.E.D.*

Referințe

Surse academice și de carte

Acemoglu, D. și Robinson, J.A. (2012) *Why Nations Fail: The Origins of Power, Prosperity and Poverty*. New York: Crown Publishers.

American Psychiatric Association (APA) (2013) *Diagnostic and Statistical Manual of Mental Disorders (DSM-5)*. Ediția a 5-a. Arlington, VA: APA.

Bobbio, N. (1996) *Left and Right: The Significance of a Political Distinction*. Cambridge: Polity Press.

Burke, E. (1790) *Reflections on the Revolution in France*. London: J. Dodsley.

Clark, L., Studer, B., Bruss, J., Tranel, D. și Bechara, A. (2013) „Damage to insula abolishes cognitive distortions during simulated gambling”, *Proceedings of the National Academy of Sciences*, 111(16), pp. 6098–6103.

Descartes, R. (1637) *Discours de la méthode*. Leyde: Jan Maire.

Dostoievski, F.M. (1866) *Jucătorul*. Sankt-Petersburg: Stellovski.

Frank, J. (2010) *Dostoevsky: A Writer in His Time*. Princeton: Princeton University Press.

Friedman, M. (1962) *Capitalism and Freedom*. Chicago: University of Chicago Press.

Haidt, J. (2018) *The Coddling of the American Mind*. New York: Penguin Press.

Hayek, F.A. (1944) *The Road to Serfdom*. London: Routledge.

Heinen, A. (1986) *Die Legion „Erzengel Michael“ in Rumänien: Soziale Bewegung und politische Organisation*. München: Oldenbourg.

Kahneman, D. și Tversky, A. (1979) „Prospect Theory: An Analysis of Decision under Risk”, *Econometrica*, 47(2), pp. 263–291.

Keynes, J.M. (1936) *The General Theory of Employment, Interest and Money*. London: Macmillan.

Marx, K. (1844) „Contribuții la critica filosofiei dreptului a lui Hegel. Introducere”, *Deutsch-Französische Jahrbücher*.

Mauboussin, M.J. (2013) *The Success Equation: Untangling Skill and Luck in Business, Sports, and Investing*. Boston: Harvard Business Review Press.

Mudde, C. (2007) *Populist Radical Right Parties in Europe*. Cambridge: Cambridge University Press.

Oakeshott, M. (1962) *Rationalism in Politics and Other Essays*. London: Methuen.

Pascal, B. (1670) *Pensées*. Paris: Guillaume Desprez.

Pleșu, A. (2003) *Despre frumusețea uitată a vieții*. București: Humanitas.

Polanyi, K. (1944) *The Great Transformation*. New York: Farrar & Rinehart.

Preda, C. (2002) *Romania postcomunistă și România interbelică*. București: Meridiane.

Rigoli, F., Pezzulo, G., Dolan, R. și Friston, K. (2016) „Active Inference, Communication and Hermeneutics”, *Neuropsychopharmacology*, 41.

Röpke, W. (1958) *Jenseits von Angebot und Nachfrage*. Erlenbach-Zürich: Eugen Rentsch.

Scruton, R. (2014) *How to Be a Conservative*. London: Bloomsbury Continuum.

Skinner, B.F. (1957) *Schedules of Reinforcement*. New York: Appleton-Century-Crofts.

Tocqueville, A. de (1835) *De la démocratie en Amérique*. Paris: Gosselin.

Veiga, F. (1989) *La Mistica del Ultranazionalismo: Historia de la Guardia de Hierro, Rumania 1919–1941*. Barcelona: Universitat Autònoma.

Documente oficiale, rapoarte și jurisprudență

Banca Națională a României (BNR) (2023) *Raport asupra stabilității financiare*. București: BNR (declarații F. Neagu, Direcția Stabilitate Financiară).

Comisia Europeană (2026) *Preliminary findings against ByteDance Ltd. (TikTok) under the Digital Services Act, Case AT.40…/2024*. Bruxelles, 6 februarie.

Folketinget (2024) *Det danske folketing: institutions and parliamentary procedure*. København: Folketingets Bureau.

Institutul Național de Statistică (INS) (2025) *Raportări semestriale privind activitatea de jocuri de noroc și industria hotelieră*. București: INS.

Ministerul Finanțelor Publice (2021) *Raport privind activitatea de autorizare și monitorizare a operatorilor de jocuri de noroc*. București: MFP.

NatCen Social Research (2019) *Gambling behaviour in Great Britain: Evidence from the Health Surveys*. London: NatCen.

Oficiul Național pentru Jocuri de Noroc (ONJN) (2026) *Registrul operatorilor licențiați — actualizare martie 2026*. București: ONJN.

OECD (2023) *PISA 2022 Results (Volume I): The State of Learning and Equity in Education*. Paris: OECD Publishing.

Østre Landsret (2026) *Decision in Case SK-524/2026-SHR: Shape Robotics A/S — anularea decretului de faliment*. København, 5 martie.

RomSlot (2024) *Studiu sociologic privind profilul jucătorului român*. București: Asociația Organizatorilor de Săli de Joc.

Sø- og Handelsretten (2026) *Konkursdekret af 6. januar 2026 vedr. Shape Robotics A/S* (ulterior anulat de Østre Landsret). København.

University of Liverpool (2020) *Patterns of play: extended report on online gambling*. Liverpool: University of Liverpool.

Surse media și declarații publice

BBC (2024) *Romania election: How TikTok shaped Calin Georgescu’s rise*. 30 noiembrie.

Corlățean, T. (2025) *Comunicat de presă privind retragerea din cursa internă PSD*. București, octombrie.

Europa Liberă România (2026) *Decalogul lui Călin Georgescu: o radiografie ideologică*. 15 mai.

Gândul (2026) *Marius Tucă Show, ediția din 14 mai 2026 — invitat: Călin Georgescu* (transcript).

G4Media (2026) *Cine este, doctrinar, Călin Georgescu*. 15 mai.

HotNews (2026) *Comentariu: Decalogul lui Georgescu și pericolul pentru democrație*. 15 mai.

Mungiu-Pippidi, A. (2025) *Interviu: USR și pre-istoria AUR*. București.

Politico Europe (2024) *Romania’s TikTok candidate: how a 1% nobody became frontrunner*. 27 noiembrie.

PSD (2025) *Documente de Congres — modificarea Statutului partidului*. București, octombrie.

Recorder (2024) *Anatomia unei viralități: rețeaua de promovare a lui Călin Georgescu pe TikTok*. București.

Snoop (2024) *Influencerii din spatele campaniei Georgescu*. București.

Soare, V.-C. (2025) *Declarație în fața Comisiei parlamentare privind situația autoexcluderilor*. ONJN, București.

The Guardian (2024) *How TikTok’s algorithm helped a Romanian outsider top a presidential poll*. London, 28 noiembrie.

🏛️ Nasdaq Copenhagen: SHAPE · CVR DK38322656 · ISIN DK0061273125

---

Today I Did Something I Have Avoided Since 2017. Shape Robotics Romania Has Entered Reconstruction Proceedings. The Battlefield Has Just Doubled In Size.

🔴 GAME OVER — Day 69: Romania Enters the Battlefield

This Company Announcement is published pursuant to the Nasdaq Copenhagen Rulebook, Section 3.1, and concerns developments in appeal case B-281-26 before Østre Landsret, 4. afdeling, and parallel cross-border proceedings in Romania under Brussels Ibis Regulation (EU) 1215/2012.

The full GAME OVER investigation (69 episodes) is available at substack.wildceo.live.

Some good news. Some sad news. And a 1v1 that someone refused.

⚡ TL;DR

> Today I filed for reconstruction proceedings for Shape Robotics Romania SRL. This was a personal decision. It was painful. It was also necessary.

This is reconstruction, not bankruptcy. Under Romanian Law 85/2014, reorganizare is the priority procedure. The court approved opening. From Monday, Shape Romania operates under a court-appointed special administrator, with me remaining as company director. We have 14 days to file the reconstruction plan.

Why this matters for the Danish appeal: Romanian reconstruction = an actively producing, legally protected operational entity in an EU jurisdiction that recognizes the parent’s restructuring rights. Brussels Ibis Regulation 1215/2012 creates automatic recognition of Romanian civil and commercial enforcement orders in Denmark. Teis cannot block Romanian proceedings from Copenhagen.

Also today I officially filed the documents with Bailiff (executor judecătoresc) for Brussels Ibis enforcement of the promissory note that the Maritime Court found “lacked sufficient clarity” on 11 May. Next week, that same claim arrives at the Eastern High Court with an EU enforcement order attached.

The 1v1 challenge to Nordnet troll “Progression”: Refused. He prefers flooding the zone over face-to-face dialogue.

The deeper point: Teis is fighting on one battlefield — Maritime Court Copenhagen. I am now fighting on three: Eastern High Court Copenhagen · Romanian commercial court · Brussels Ibis enforcement. Teis defends in Danish. We attack in three languages.

---

📢 The Sad News — Shape Robotics Romania Enters Reconstruction

I want to say this clearly, because I need to say it to myself as much as to you.

Today, 15 May 2026, I filed for reconstruction proceedings for Shape Robotics Romania SRL at the competent Romanian commercial court. The proceedings were opened. From Monday, Shape Robotics Romania is under court-supervised reconstruction (reorganizare judiciară) under Law 85/2014.

This is the company I built from zero starting in 2017. The flagship deployment of Romanian educational robotics. Tens of thousands of students across Romanian schools benefited from our Fable and STEAM platforms. The PNRR contracts — over EUR 120 million in pipeline value — were going to be executed through this entity.

I did not want this. I have to be honest about that. This was not a strategic move from a position of strength. This was a forced response to the damage that Teis Gullitz-Wormslev’s 59-day unlawful trusteeship caused to the operational continuity of the entire Shape Robotics group.

> It’s sad for me personally because it’s my work, my family’s work that has been part of this journey. Hundreds of thousands of students are not benefiting from the solutions that we have promoted in the country — the robots.

— Live recording, 15 May 2026

What reconstruction means under Romanian law

Reconstruction in Romania is not the same as bankruptcy. Romanian Law 85/2014 places reorganization (reorganizare) as the default and priority procedure. Bankruptcy (faliment) is reserved for cases where reorganization is demonstrably impossible.

📊 Reconstruction phases:

- 🟢 Opening — Approved today, 15 May 2026. Effective Monday.

👨‍⚖️ Special administrator appointed — Court-supervised, working with existing management. This week.

📄 Reconstruction plan due — 14 days from opening.

🗳️ Creditor vote — Under judicial supervision, following 30 days.

🚀 Plan execution — Operations continue under protection, up to 3 years.

This means:

- I remain in operational charge as company director, working alongside the court-appointed special administrator.

Operations continue. Customers continue to be served. PNRR projects continue to progress. Employees continue at their posts.

Creditors are protected. No individual creditor can force liquidation. The reconstruction plan must be approved by creditor majority and ratified by the court.

The reasons for insolvency must be investigated. Romanian law requires the special administrator to determine who caused the insolvency. The answer is documented: the 59 days of unlawful Danish trusteeship.

---

✅ The Good News — This Helps Everything

I want to be direct here. The Romanian reconstruction is sad for me personally, but it is transformative for the legal case.

1️⃣ We capture an EU-recognized operational entity

Shape Romania, under court-supervised reconstruction, is a fully recognized EU commercial entity in active operation. Under EU corporate law, this entity has legal personality, contractual capacity, and the right to pursue claims against third parties — including Danish-domiciled parties.

Under Regulation (EU) 1215/2012 (Brussels Ibis), civil and commercial decisions in any EU member state — including Romanian commercial court decisions — are automatically recognized and enforceable in any other member state, including Denmark. No exequatur required (Article 39).

This is the key. Denmark has opted out of EU Regulation 2015/848 on insolvency proceedings, so Romanian insolvency decisions don’t automatically apply to Danish entities. But Brussels Ibis covers civil and commercial claims — and Brussels Ibis applies to Denmark.

2️⃣ The promissory note now has EU enforcement teeth

Remember the 11 May 2026 Maritime Court hearing? The reconstruction petition was rejected because, in the words of the judge, the Romanian promissory note “lacked sufficient clarity.”

Today, I filed the documents with the Romanian bailiff (executor judecătoresc) to obtain a Brussels Ibis Article 53 certificate — the official EU enforcement form that converts the Romanian court’s validation of the promissory note into a directly enforceable order in Denmark.

> 🔥 PROOF. A Brussels Ibis Article 53 certificate, attached to a Danish appeal pleading, is not “insufficient clarity.” It is an EU enforcement order. The Eastern High Court cannot dismiss it on subjective grounds.

When this lands at Østre Landsret next week, the reconstruction appeal acquires a documentary weapon the Maritime Court did not see. The promissory note’s enforceability is no longer a matter of Danish judicial discretion. It is an EU certified instrument.

3️⃣ The investigation now happens in two jurisdictions

In Denmark, under the bankruptcy proceedings of 11 May, the kurator must investigate who caused Shape Robotics A/S to become bankrupt. The kurator is Teis Gullitz-Wormslev. Teis verifying Teis.

In Romania, under the reconstruction proceedings opened today, the special administrator must investigate who caused Shape Robotics Romania SRL to require reconstruction. The special administrator is not Teis Gullitz-Wormslev. He is a court-appointed Romanian insolvency professional with no ties to Kromann Reumert, no protection under Danish bankruptcy law, and a statutory duty to identify and pursue claims against responsible parties.

The Romanian special administrator will find, in approximately 14 days, that the cause of Shape Romania’s distress is documented:

1. The 6 January 2026 unlawful bankruptcy of the Danish parent.

The 59 days of Teis’s trusteeship — zero MAR disclosures, Sanako Oy destruction, EGM cancellation, IRIS deal foreclosed.

The cascade of operational consequences for Shape Romania, including blocked banking, frozen contracts, and lost confidence.

The Romanian special administrator has the legal authority to pursue civil claims for this damage. Against Teis personally. Across borders. Through Brussels Ibis.

---

⚔️ The Three-Front Strategy

Let me make this picture as clear as possible.

🌍 Front 1 — Østre Landsret B-281-26: Appeal on appointment of Teis as liquidator, dissolution, new bankruptcy. Ruling expected 18–25 May. Controlled by Eastern High Court, 4th Division.

🇦 Front 2 — Romanian reconstruction: Shape Romania under judicial reorganizare. 14-day plan filing. Special administrator investigates causes. Controlled by Romanian commercial court / special administrator.

🇪🇺 Front 3 — Brussels Ibis enforcement: Promissory note converted to EU enforcement order. Next week arrives at Østre Landsret as Bilag. EU regulation, automatic recognition.

Each front operates independently. Each front has its own timeline, its own remedies, its own counterparties. Teis cannot fight all three simultaneously with the resources he has at Kromann Reumert. He cannot block Romanian proceedings from Copenhagen. He cannot challenge Brussels Ibis recognition in Denmark — it is automatic under Article 36 of the Regulation.

What Teis can do is what he has been doing: bill the Danish bankruptcy estate for the cost of defending himself in Copenhagen. Every hour he spends, the creditors lose money. The damage compounds. This is asymmetric warfare with EU legal infrastructure as the asymmetry.

---

🥊 The 1v1 — Progression Refused

Yesterday, after Day 68 went live with the two DFSA emails, I went back to Nordnet and saw that the troll account “Progression” was still active. So I made him an offer that no honest critic could refuse.

> Direct 1v1. Me versus Progression. Live. On camera. With identity disclosed. Public Q&A. Show me you got the cojones, bro.

His response: he wrote about my integrity, accused me of paradoxical statements about MAR, and tagged some of my supporters (Peter, Jørgen, Karsten) with questions designed to bog them down in side discussions. He did not accept the 1v1.

Let me restate the offer publicly: I will go live, on camera, with full identity disclosed, in a 1-on-1 dialogue with any person who has substantively challenged Shape Robotics’ position publicly. Username Progression. Username Regression. Username whoever you really are. I will give you 30 minutes of my time. I will answer every factual question you have. I will defend every legal position I have taken on this Substack. I will let you press me as hard as you want.

You don’t accept. Why? Because in a live, face-to-face dialogue, the documents — the DFSA emails, the High Court ruling, the Tivi.fi/Sanako reporting, the Cision 06-26 EGM resolution, the Børsen email of 21 April, the Konkurslov §110 chain — cannot be deflected by flooding the zone with 100 short comments. They must be addressed directly. And you cannot address them directly without conceding.

The offer remains open. The link to wildceo.live is in the previous episode.

---

📖 Reading For the Weekend — The Forever War

If you want to understand the mental model I am operating with about the Danish system, read Joe Haldeman’s The Forever War (1974). Read its companion Forever Peace (1997). Haldeman wrote a science fiction novel that captured, with eerie precision, the trajectory of societies that over-optimize for predictability and protection at the cost of innovation and chaos.

What I have come to understand — having spent the last 67 days inside the Danish legal-administrative apparatus — is that Denmark has built a system that is excellent for being an employee. It is stable, predictable, fair to those who play within its rules. But it is also numb. When a publicly listed company is bankrupted in 10 minutes through a procedure designed for coffee shops, the system does not see the problem. The procedure was followed. Procedure equals justice. End of inquiry.

This is the failure of the system. Not a failure of any individual. Not corruption. Not malice. Numbness.

> People are just numb. They do not want to fight. They do not want to really speak up. A little bit of spiciness, a little bit of Latin blood, a little bit of fighting spirit is required — because the society has frozen somewhere.

— Live recording, 15 May 2026

I am not Danish. I came to this country in 2017 to build a company. I have no obligation to be numb. I have every obligation, as the founder of a Nasdaq-listed company that 4,800 shareholders trusted with their savings, to refuse to be numb.

That is why I am fighting on three fronts. That is why I am writing this Substack daily. That is why I am here, every evening at 17:00 Romania time, to take questions, to update the community, to refuse silence.

---

🏆 Scoreboard — Where We Stand Today

- ✅ First appeal K 3337/25-F — WON. 3 judges, 0 dissent, 5 March 2026.

✅ DFSA Topholm complaint 25-026420 — WON. Carnegie reprimanded.

📝 DFSA MAR confirmations 24–27 April — DOCUMENTED IN WRITING.

🔍 MAR Article 17 supervisory file 26-005434 — OPEN / ACTIVE.

👮 Police complaint 0100-83986-10362-26 — OPEN.

⚖️ Bar Council case 2026-1127 — OPEN.

📄 Forced dissolution ruling of 17 April — APPEAL FILED 13 MAY.

📄 New bankruptcy ruling of 11 May — APPEAL FILED 13 MAY.

💥 Ground D institutional bypass — THE KILLER ARGUMENT.

🇦 Shape Romania reconstruction — OPENED TODAY 15 MAY.

🇪🇺 Brussels Ibis enforcement — FILED WITH BAILIFF TODAY.

🥊 1v1 with Progression troll — REFUSED. DEFAULT WIN.

📅 What’s Next — Timeline

- 🔴 15 May 2026 (today) — Shape Romania reconstruction opened. Bailiff documents filed for Brussels Ibis.

📆 Monday 18 May — Special administrator takes over alongside management.

⚖️ 18–25 May 2026 — Eastern High Court ruling expected on B-281-26 appeal.

📜 22 May 2026 — Brussels Ibis Article 53 certificate expected from Romanian bailiff.

🏛️ Week of 25 May — Brussels Ibis certificate filed at Østre Landsret as supplementary evidence.

📑 End of May — Romanian reconstruction plan filed (14-day deadline from opening).

🗳️ June — Creditor vote on Romanian reconstruction plan.

🔭 3–4 weeks — Full clarity on multi-front strategy timeline.

---

🧠 Why I Did This Today

I want to address something head-on, because some of you have asked it privately. Why open Romanian reconstruction now, when we are about to win the Danish appeal?

The answer is honest and pragmatic. The Danish appeal will be decided by the Eastern High Court within days — but the result is not the only thing that matters. Even if we win, Shape Robotics A/S returns to a state where 700 employees, 4,800 shareholders, and 152 million euros in pipeline value need to be reorganized in operational reality.

Romania is where the largest operational reality lives. The PNRR contracts. The deployed customer base. The product-market fit demonstrated in tens of thousands of classrooms. If we win the Danish appeal, the Romanian reconstruction gives the recovered Phase Education A/S an immediately operational EU vehicle to deploy from. It is the asset platform for the next chapter.

If, in some catastrophic scenario, we lose the Danish appeal, the Romanian reconstruction is the lifeboat. The operating company survives. The product survives. The customer relationships survive. The employees keep their jobs. The IP stays under our control.

Either way, today’s filing is insurance. Or, if you prefer, it is offense disguised as insurance.

> For the shareholders, for the investors, it’s for sure good news. For Teis, it’s the beginning of the end. It’s the end of his career. He chose to do this. He will pay for it. It’s just a matter of time.

— Live recording, 15 May 2026

---

🔚 Closing

> I’m not crazy. I guarantee you I’m not crazy.

I’m just coming from another world — from another place where things have meaning and where people think a lot about the rule sets and try to understand what is good and what is bad for their collective.

It is sad for me personally because it’s my work, my family’s work that has been part of this journey.

For Teis, it’s the beginning of the end.

We have already won. It’s just a matter of time.

Q.E.D. ✌️

---

Mark-Robert Abraham

Founder · Former CEO · Shareholder — Shape Robotics A/S (now Phase Education A/S)

Director — Shape Robotics Romania SRL (in reconstruction)

CVR 38322656 · ISIN DK0061273125 · Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 15 May 2026

---

📖 Reading recommendation for the weekend: Joe Haldeman — The Forever War (1974) and Forever Peace (1997). Science fiction about a society that loses the ability to fight for what matters. A useful lens through which to view modern Denmark.

---

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #Romania #Reconstruction #BrusselsIbis #EU1215_2012 #B281_2026 #KromannReumert #TeisGullitzWormslev #ThreeFronts #4800Shareholders #ForeverWar

Nasdaq Copenhagen: SHAPE | CVR: DK38322656 | ISIN: DK0061273125

The full GAME OVER investigation — 68 episodes — is available at substack.wildceo.live.

68 days since the Danish High Court unanimously annulled the bankruptcy. 1 day since I filed Bemærkninger nr. 2 + Ground D Supplement. And one Nordnet troll later, here is what I want you to remember.

🧭 TL;DR

📨 Yesterday, a thread opened on Nordnet about the three things Teis did during the 59 days of unlawful trusteeship. Almost 100 comments. One particularly persistent troll — username “Progression” — kept asking: “Where is the proof Teis cancelled the EGM? Where is the proof he had any MAR obligation?”

📎 Today, I am putting both proofs in this episode — in PNG form, taken live from my Outlook mailbox. Two emails from Viktor Stidsen Katic, Legal Officer at the Danish FSA’s Capital Market Division, confirming in writing:

“As long as the company has shares admitted to trading on Nasdaq Copenhagen, the requirements in the Market Abuse Regulation still apply to the company.” — 24 April 2026

“The issuer’s obligations under MAR continue to apply regardless of any suspension and the reason behind it.” — 27 April 2026

🌱 The bigger argument: Today’s bankruptcy is the fruit of the poisonous tree. The reason for the second bankruptcy of 11 May 2026 is that the first bankruptcy of 6 January 2026 — the one the High Court already ruled unlawful — was never re-adjudicated. Teis broke the company during the 59 days. Today, Teis investigates Teis. Pardon my English.

$$\text{Unlawful bankruptcy} \Rightarrow \text{Teis as kurator} \Rightarrow \text{59 days destruction} \Rightarrow \text{Today’s bankruptcy}$$

🎯 Teis verifying Teis. The curator who must determine why Shape Robotics became bankrupt today is the same person who caused it to become bankrupt today.

📨 The Proof, Live From My Outlook

You wanted proof, troll. Here is proof.

Confirmation #1 — Friday, 24 April 2026, 09:57 CET

From: Viktor Stidsen Katic, Legal Officer, Capital Market Division, Danish Financial Supervisory Authority Re: J.nr. 25-026876 — Shape Robotics A/S — MAR Obligations Inquiry

“As long as the company has shares admitted to trading on Nasdaq Copenhagen, the requirements in the Market Abuse Regulation still apply to the company.“

Confirmation #2 — Monday, 27 April 2026, 11:27 CET

Same officer. Same case. Three days later. Even more explicit:

“The issuer’s obligations under MAR continue to apply regardless of any suspension and the reason behind it. I hope this answers your question.”

Two emails. In writing. From the regulator. Case J.nr. 25-026876. Not interpretation. Not opinion. Not legal speculation. The Danish FSA’s Legal Officer for the Capital Market Division writing in his official capacity. Strandgade 29, 1401 Copenhagen K. Phone +45 21 63 43 42.

This means:

📅 6 Jan – 5 Mar 2026 (Teis as kurator, unlawful) → ✅ MAR YES · Cision announcements: 0

📅 17 Apr – 11 May 2026 (Teis as liquidator) → ✅ MAR YES · Cision announcements: 0

📅 11 May 2026 – today (Teis as kurator, again) → ✅ MAR YES · Cision announcements: 0

PROOF. Across three appointments and four months, Teis Gullitz-Wormslev — trustee of a Nasdaq Copenhagen-listed issuer with documented MAR obligations under both Article 17 and Article 20 — has issued zero Cision announcements. The DFSA has confirmed in writing, twice, that the obligation was active throughout. The MAR violation file is open under J.nr. 26-005434.

🌳 Fruit of the Poisonous Tree

This is the doctrine that captures the entire case. It exists in every common-law system. It exists, by analogous reasoning, in every civil-law system. It is common sense before it is law.

The doctrine:

If the tree is poisoned, the fruit it produces is also poisoned.

In our case:

• The poisonous tree = the unlawful bankruptcy of 6 January 2026, annulled by the Eastern High Court on 5 March 2026.

• The fruit = the bankruptcy of 11 May 2026, which exists only because the original bankruptcy created the conditions that made today’s bankruptcy possible.

The chain of causation

🔴 Cause: Unlawful bankruptcy of 6 January 2026 → Effect: Teis appointed kurator

🔴 Cause: Teis as kurator for 59 days → Effect: DKK 199M asset write-down, Sanako bankruptcy, EGM cancelled, IRIS deal foreclosed, zero MAR disclosures

🔴 Cause: 5 March 2026 annulment → Effect: Teis’s mandate lapsed, but damage already done

🔴 Cause: Sø- og Handelsretten refuses to re-adjudicate → Effect: Remitted case still pending 68 days later

🔴 Cause: Forced dissolution of 17 April → Effect: Teis appointed liquidator (second time)

🔴 Cause: Teis as liquidator opposes the reconstruction → Effect: “Insufficient clarity” — vague Danish-law standard

🔴 Cause: 11 May 2026 reconstruction rejected, bankruptcy stamped → Effect: Teis appointed kurator again (third time)

🎯 The reason cited for today’s bankruptcy: Operational and financial damage caused by Teis himself during the 59-day unlawful period.

“The second bankruptcy is driven 100% by Thais. Thais has decided as liquidator — although, again, his position is under appeal, so he will be changed as liquidator in the next week — to bankrupt the company again. And by being changed as liquidator, all his decisions to cause the second bankruptcy will be cancelled also.”

— Live recording, 13 May 2026 (Episode 67)

This is not the same bankruptcy. The first one was annulled. The second one is a separate, independent legal proceeding with a separate underlying cause. And the underlying cause is the damage Teis did during the first one.

🪞 Teis Verifying Teis

This is the part that I want every shareholder to internalize.

Under Konkurslov § 113, a kurator’s duty is to investigate why the company became bankrupt. The kurator must identify the parties whose actions caused the bankruptcy and pursue claims against them on behalf of the creditors. This is the basic raison d’être of bankruptcy administration.

So: who caused today’s bankruptcy?

The kurator who must answer this question, by court appointment of 11 May 2026, is Teis Gullitz-Wormslev.

The answer to the question — based on the documentary record, the DFSA confirmations, the Sanako Tivi.fi reporting, the cancelled EGM, the failed IRIS deal — is Teis Gullitz-Wormslev.

“The person that verifies who is to blame for the second bankruptcy — and by the way, that person is Thais verifying Thais — is exactly the situation in which we are today. And of course, this will not remain like this.”

— Live recording, 13 May 2026

This is the structural absurdity at the heart of Shape Robotics’ current legal status. The kurator investigating who caused the bankruptcy is the same person who caused the bankruptcy. He is the prosecutor and the defendant. He bills the bankruptcy estate for the cost of investigating his own malpractice. The conflict of interest is not subtle. It is total.

Ground C of my appeal — filed yesterday, 13 May 2026 — asks the Eastern High Court to recognize this per se conflict and remove him. The mechanism of removal will, if Ground C succeeds, also unwind every decision Teis has made as liquidator since 17 April 2026, including the decision to oppose the reconstruction that led to today’s bankruptcy.

In other words: if the appeal succeeds, the entire chain collapses backwards. The bankruptcy of 11 May 2026 was caused by the liquidation of 17 April 2026 was caused by the unlawful bankruptcy of 6 January 2026. Annul the original at the High Court → unwind the chain in reverse → restore the company.

🤡 A Note on the Nordnet Troll

Yesterday’s discussion on Nordnet — over 100 comments — was dominated by a user calling himself “Progression,” who I have started calling Regression, because his arguments regress with each comment toward the pit of stupidity.

His central argument: “Where is the proof Teis cancelled the EGM? Where is the proof he had MAR obligations? Show me documents.”

I have just shown you the documents.

You can see them above, in PNG form, taken live from my Outlook. The DFSA Legal Officer for the Capital Market Division has confirmed the MAR obligation in writing, twice, in correspondence dated 24 April and 27 April 2026. Both emails are referenced under DFSA case number 25-026876, which is the active supervisory file on Shape Robotics MAR compliance.

The EGM cancellation? I refer you to the absence of an EGM on 22 January 2026 — which was the date scheduled in Cision Announcement 01-26 of 1 January 2026. There was no announcement of postponement. There was no announcement of cancellation. There was simply no EGM. An EGM that does not occur on its scheduled date has, by definition, been cancelled. The cancellation was performed by the only person with the legal authority to cancel it during that period: the kurator. The kurator was Teis.

“You idiot — Thais didn’t say anything about anything. That is the point. He had MAR obligations. He issued zero announcements. The cancellation is the absence of the announcement.”

— Live recording, 14 May 2026

This is the level of discourse Nordnet hosts. I am offering, going forward, to host meaningful discussion here, on this Substack, where I can respond directly to comments. If you want to argue, argue here. If you want to flood the zone, flood Nordnet — but understand that the rest of us will have the final laugh, because the documents are real, the regulator has confirmed the obligation in writing, and the case is now before the Eastern High Court.

📊 Scoreboard — Where We Stand Today

✅ First appeal (K 3337/25-F) → WON — 3 judges, 0 dissent, 5 March 2026

✅ DFSA Topholm complaint (25-026420) → WON — Carnegie analyst reprimanded

✅ DFSA MAR confirmation #1 (24 April) → CONFIRMED IN WRITING

✅ DFSA MAR confirmation #2 (27 April) → CONFIRMED IN WRITING

⚙️ MAR Article 17 supervisory file (J.nr. 26-005434) → OPEN — ACTIVE INVESTIGATION

⚙️ Police complaint (0100-83986-10362-26) → OPEN

⚙️ Bar Council case (2026-1127) → OPEN

⚖️ Forced dissolution ruling of 17 April → APPEAL FILED YESTERDAY

⚖️ New bankruptcy ruling of 11 May → APPEAL FILED YESTERDAY

🎯 Ground D — institutional bypass → THE KILLER ARGUMENT

🤡 Nordnet troll “Progression” → EXPOSED

🔜 What’s Next

📆 14 May 2026 (today) → Episode 68 published with DFSA email evidence

📆 ~15–18 May 2026 → Eastern High Court 4th Division reading the appeal

📆 ~18–25 May 2026 → Ruling expected — appeal on appointment of Teis as liquidator

📆 Next week → Romanian-law surprises arriving — “Thais will have a very beautiful week, I guarantee you”

⚖️ Three pending appeals: (1) Teis as liquidator. (2) Restructuring rejection. (3) New bankruptcy.

🇷🇴 What’s Coming From Romania

In tomorrow’s episode (Day 69), I will explain in detail something I touched on briefly in today’s live recording: why being Romanian creates structural disadvantages in this Danish proceeding. The interpreter issue from 17 April is just the most visible symptom. The deeper pattern is that a non-Danish founder of a Danish company must prove things three times over before the court takes them seriously.

But also — and this is the punchline — Romania has, in the last twelve months, modernized its Bankruptcy Act in ways that directly enable cross-border action against trustees who damage the value of subsidiaries. Sanako Oy was Finnish, but the parent’s restructuring is now subject to Romanian-recognized mechanisms via Phase Education A/S’s new operational nexus.

Translation: Teis will be receiving documents next week from a jurisdiction he is not licensed to practice in.

This will be fun.

✊ Why I Wrote This Today

The Nordnet troll asked for proof. I have given the proof. Now anyone who participates in the Shape Robotics conversation on Nordnet, on Børsen, on FT Alphaville, or on any other forum, has access to:

• ✅ Two DFSA emails confirming MAR obligations during suspension, liquidation, bankruptcy

• ✅ The full 70-page appeal filed yesterday at the Eastern High Court

• ✅ The 27 exhibits referenced in the appeal

• ✅ Cision Announcement 01-26 documenting the original EGM scheduled for 22 January

• ✅ The Tivi.fi reporting confirming the Sanako Oy bankruptcy of 5 February 2026

• ✅ The DFSA reprimand of Lars Topholm of 7 April 2026

If you participate in this conversation without referencing this evidence, you are not arguing in good faith. You are flooding the zone. And the rest of us are documenting it.

🔚 Closing

“The first bankruptcy was unlawful. The second bankruptcy is the fruit of the first. Pardon my English.”

“Teis verifying Teis. This will not remain like this.”

“The cancellation is the absence of the announcement.”

“All the people on the Titanic were mostly healthy. They were not lucky. Let’s be both.”

Q.E.D.

Mark-Robert Abraham Founder · Former CEO · Shareholder Shape Robotics A/S (now Phase Education A/S) CVR 38322656 · ISIN DK0061273125 Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 14 May 2026

Attached: Both DFSA email screenshots (Confirmations #1 and #2). Live evidence from my Outlook, J.nr. 25-026876.

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #MAR #Article17 #DFSA #PoisonousTree #B281_2026 #KromannReumert #TeisGullitzWormslev #RuleOfLaw #4800Shareholders

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Nasdaq Copenhagen: SHAPE | CVR: DK38322656 | ISIN: DK0061273125

This Company Announcement is published pursuant to the Nasdaq Copenhagen Rulebook, Section 3.1, and constitutes a disclosure of material developments in appeal case B-281-26 before Østre Landsret, 4. afdeling.

The full GAME OVER investigation — 67 episodes documenting the annulment of the bankruptcy, the criminal complaint, the DFSA reprimand, and the fight for 4,800 shareholders — is available at substack.wildceo.live.

68 days since the Danish High Court unanimously annulled the bankruptcy of Shape Robotics.

🧭 TL;DR

🗓️ 5 March 2026 — Østre Landsret unanimously annuls the bankruptcy decree of 6 January 2026 in case K 3337/25-F. Three judges, zero dissent. The case is remitted to Sø- og Handelsretten for re-adjudication.

🗓️ 20 March 2026 — Sø- og Handelsretten holds the first hearing on the remitted case. Acknowledges the petitions were never lawfully served. Grants a 5-month adjournment for proper service.

🗓️ 17 April 2026 — Same Maritime Court issues compulsory dissolution on the wrong day. I am examined under oath without a certified interpreter. The “translator” is an attorney from Kromann Reumert — the trustee’s own law firm. Teis Gullitz-Wormslev is appointed liquidator for the second time.

🗓️ 11 May 2026 — 10-minute hearing. Reconstruction rejected. Bankruptcy stamped same day, different judge, same trustee. Third appointment in four months.

🗓️ 13 May 2026 (today) — I file 70+ pages, 27 exhibits, four grounds of appeal with the Eastern High Court. Including last-minute Ground D: the lower court has never re-adjudicated the case the High Court ordered it to re-adjudicate. 68 days. Zero hearings on the remitted case. Two alternative procedures invented to reach the same outcome.

🎯 The killer formulation:

“This is not a process. This is a circumvention.”

📐 The mathematical chain:

• Premise 1 → Rpl. § 396(2): remittal from the High Court is binding on the first instance.

• Premise 2 → 68 days have passed without re-adjudication of the remitted case.

• Premise 3 → Two alternative procedures (forced dissolution + new bankruptcy) reach the same outcome the remittal was meant to test.

• Conclusion → The lower court has materially disregarded the binding remittal.

Remittal+Non-execution+Substitution⇒Bypass of Article 6 ECHR

The Eastern High Court cannot answer Ground D without admitting that its own rulings are binding. No appellate court can answer that question in the negative.

📨 What I Filed Today

Three documents. 70+ pages. 27 exhibits. Two languages. Four grounds of appeal.

Document Language Pages Bemærkninger nr. 2 og Supplerende Processkrift nr. 2 Danish (official) 29 Comments No. 2 and Supplementary Pleading No. 2 English (international) 31 Supplerende Bemærkninger nr. 3 — Ground D Bilingual DA/EN 10 TOTAL — 70+

All three are attached to this episode as a single 99-page PDF. You can read every paragraph the three judges of the 4th Division will read. No legal evasions. No selective quoting. The full record, exactly as filed.

[📎 Download EPISODE_67_FULL_WITH_APPEAL.pdf]

Episode 67 Full With Appeal

1.11MB ∙ PDF file

Download

Download

📑 The Four Grounds, in the Order We Want the Court to Read Them

The four grounds are stacked deliberately. They give the High Court four different paths to reach the same conclusion — annulment — depending on how much it wants to engage with the underlying merits.

Ground Argument Type A Lack of certified interpreter at the 17 April hearing Procedural D Bypass of the High Court’s own remittal of 5 March Institutional B No material basis for compulsory dissolution Substantive C Conflict of interest — removal of the trustee Subsidiary

Ground A is the easiest off-ramp. The facts are uncontested. I was placed under oath without a certified interpreter. ECHR Article 6(3)(e). Section 149 of the Administration of Justice Act. EU Directive 2010/64/EU. The European Court of Human Rights has established a clear positive obligation on national courts in Cuscani v. UK (2002) and Hermi v. Italy (2006).

Ground D is the smoking gun. The High Court ordered re-adjudication on 5 March. 68 days later, no re-adjudication has occurred. Two alternative procedures have reached the same outcome. The Eastern High Court has to defend its own authority.

Ground B is the substantive defect. As of 17 April 2026, the company had a board (Cision 06-26, unanimous EGM resolution) and an address (approved by the Danish Business Authority’s own caseworker under case #137907, 26 March 2026). Section 225 of the Companies Act was inapplicable.

Ground C is the subsidiary ask. Teis Gullitz-Wormslev has five active cases against him personally. Removing him is the proper structural remedy.

⚖️ Ground A — The Interpreter

I am a Romanian citizen. CNP 1820831351579. Resident in Voluntari, Ilfov, Romania. Romanian native speaker. English fluent. Danish functional, not legal-grade.

On 17 April 2026 at 11:00 AM, the Maritime and Commercial Court placed me under oath under Section 305 of the Administration of Justice Act. The examination proceeded in Danish. There was no certified interpreter.

The only “translation” was performed by Albert Mungo Madsen — an attorney from Kromann Reumert, the same law firm as the trustee Teis Gullitz-Wormslev, and himself the subject of a separate police complaint in the same case complex.

Four days later, I wrote to Børsen journalist Leonora Beck, who had personally attended the hearing:

“This is the appeal we have made yesterday. It’s outrageous! I was put under oath, with no translator .... you where there @Leonora Beck you should see now the reality.”

— Email to Leonora Beck (Børsen), 21 April 2026, 14:11:03 CET (Exhibit 27)

Three other Børsen journalists — Kasper Ohmeyer, Simon Kirketerp, and Johan Christensen — were copied. Each can be called as witness under Section 168 of the Administration of Justice Act.

PROOF ONE

Contemporaneous documentary evidence. Sent 4 days after the hearing. Independent journalist. Three more journalists on CC. Res ipsa loquitur.

This is what makes Ground A unbeatable.

🎯 Ground D — The Smoking Gun

The argument is mathematically simple:

On 5 March 2026, the Eastern High Court ordered the Maritime and Commercial Court to re-adjudicate the original bankruptcy petition.

68 days have passed. The Maritime and Commercial Court has never re-adjudicated the case.

Instead, it invented two alternative procedures (forced dissolution + new bankruptcy) to reach the same outcome — Teis Gullitz-Wormslev as trustee — without ever addressing the High Court’s order.

The Legal Framework

Five separate legal sources prohibit what the lower court has done:

Source Principle Rpl. § 396(2) A remittal from the High Court is binding on the first instance. Rpl. § 235(1) Lis pendens prohibits parallel proceedings on the same subject-matter. ECHR Article 6(1) Right to fair trial includes effective implementation of appellate decisions. Grundloven § 3 Separation of powers requires lower court compliance with higher court rulings. Res judicata Final decisions cannot be circumvented by alternative procedures on the same matter.

The Strasbourg Authority

The European Court of Human Rights, in Bochan v. Ukraine (No. 2), Grand Chamber, 5 February 2015, held:

“It would be inconceivable that Article 6 § 1 should describe in detail procedural guarantees afforded to litigants — proceedings that are fair, public and expeditious — without protecting the implementation of judicial decisions. Execution of a judgment given by any court must therefore be regarded as an integral part of the trial for the purposes of Article 6.“

Non-execution of an appellate decision is a violation of Article 6. Here we have something worse than non-execution: replacement of the appellate decision with alternative procedures designed to reach the same outcome the appellate decision had struck down.

PROOF TWO

The lower court has never scheduled a hearing on the remitted case. 68 days. Two parallel procedures invented in the meantime, both leading to the same outcome with the same trustee. This is institutional defiance, not procedural delay.

🤲 The Three Things Teis Did

A trustee’s mandate under Konkurslov § 113 is to preserve the estate. During his 59-day unlawful trusteeship between 6 January and 5 March 2026, Teis did the opposite — three times.

1. Bankrupted Sanako Oy — a profitable subsidiary with active contracts in Poland and Finland. Filed at Turun käräjäoikeus on 5 February 2026.

2. Issued zero company announcements via Cision in 59 days as trustee of a Nasdaq Copenhagen-listed issuer. MAR Article 17 violation — confirmed by the Danish FSA in writing on 27 April 2026 and again on 12 May 2026.

3. Cancelled the 22 January 2026 EGM that would have ratified the IRIS Capital equity line of up to 15 million shares (~EUR 15 million) and the new board.

All three actions taken while the appeal was pending. He knew the bankruptcy might be annulled. He acted as if it would not be.

PROOF THREE

Under Finnish company law (Osakeyhtiölaki 624/2006), a wholly-owned Oy’s voluntary bankruptcy filing requires shareholder authorization. The sole shareholder of Sanako Oy was Shape Robotics A/S. Between 6 January and 5 March 2026, the only person legally able to exercise Shape Robotics A/S’s shareholder rights was the kurator under Konkurslov § 110. The kurator was Teis Gullitz-Wormslev himself.

§Sanako bankruptcy\xRightarrow§110Teis authorized it\xRightarrowannulmentTeis had no authority to authorize anything

📊 Scoreboard

Battle Outcome Status First appeal (K 3337/25-F) Bankruptcy annulled, 3-0 unanimous ✓ WON DFSA Topholm complaint (25-026420) Carnegie analyst reprimanded for MAR Art. 20(1) ✓ WON MAR Article 17 supervisory file Active at DFSA, confirmed in writing 12 May 2026 ⚙️ OPEN Police complaint (0100-83986-10362-26) Active investigation, Copenhagen NSK ⚙️ OPEN Bar Council disciplinary case (2026-1127) Pending review ⚙️ OPEN Forced dissolution (17 April) Appealed in B-281-26 ⚖️ APPEAL FILED TODAY New bankruptcy (11 May) Appealed in B-281-26 (supplement) ⚖️ APPEAL FILED TODAY Ground D — institutional bypass New ground, filed today 🎯 THE KILLER ARGUMENT

🔜 What Happens Next

Danish bankruptcy appeals are statutorily prioritised under Konkursloven § 248 — uden ugrundet ophold, without unfounded delay. My Danish counsel tells me to expect a ruling within days of the 13 May deadline.

The first appeal (K 3337/25-F) took 58 days. The second (B-281-26) will be faster, because the chamber already knows the case, the legal issues are familiar, and the institutional question raised by Ground D is too sharp to leave unresolved.

Date Event 13 May 2026 (today) Bemærkninger 2 + Ground D Supplement filed ~14–18 May 2026 Eastern High Court 4th Division reads ~18–25 May 2026 Ruling expected

✊ Why I Write This

I am not a lawyer. I am an engineer. I built a Nasdaq-listed company from 0.8M to 302M DKK in revenue. I watched it being destroyed by a court process I once believed in.

I write this because the alternative is silence. And silence is what the architects of this story are counting on.

The 4,800 shareholders of Shape Robotics did not consent to losing their investment because of a salary dispute that should have gone to the Employees’ Guarantee Fund. The 70 employees did not consent to losing their jobs because of an attorney’s interest in being appointed trustee. The Danish public did not consent to having its judicial system used as a private debt collection tool.

This document — and the 70 pages of formal legal pleadings filed today at the Eastern High Court — is what consent looks like when it has been violated. It is the record. It is the truth, in the words of the people who lived it.

If the Eastern High Court rules in our favour, the company is restored. If not, the case goes to Højesteret, then to Strasbourg, then to history.

Either way, the story does not end here.

🔚 Closing

“Three judges, no dissent. Our victory was sublime.”

“The law is a mathematical structure.”

“This is not a process. This is a circumvention.”

“Common sense, not common law.”

“Will bring justice back to Denmark. We’ll change the law for you.”

Q.E.D.

Mark-Robert Abraham Founder · Former CEO · Shareholder Shape Robotics A/S (now Phase Education A/S) CVR 38322656 · ISIN DK0061273125 Nasdaq Copenhagen: SHAPE (suspended)

Voluntari, Ilfov, Romania — 13 May 2026

Attached: [EPISODE_67_FULL_WITH_APPEAL.pdf] — 99 pages, Part One narrative + Part Two complete appeal documentation as filed today with the Eastern High Court (Bemærkninger nr. 2 in Danish, Comments No. 2 in English, Ground D Supplement bilingual).

#GameOver #ShapeRobotics #PhaseEducation #WildCEO #NasdaqCopenhagen #ECHR #Article6 #LisPendens #DanishLaw #B281_2026 #KromannReumert #TeisGullitzWormslev #InstitutionalBypass #GroundD #RuleOfLaw #4800Shareholders

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┌─────────────────────────────────────────────────────────────────┐
│  TL;DR — TODAY'S RULING                                         │
├─────────────────────────────────────────────────────────────────┤
│                                                                 │
│  Reconstruction petition: REJECTED on the merits                │
│  Bankruptcy petition: GRANTED                                   │
│  Liquidator continues: Teis Gullitz-Wormslev                    │
│                                                                 │
│  ──────────────────────────────────────────────                 │
│                                                                 │
│  Total hearing time .................. ~10 minutes              │
│  Judge speaking ........................ ~5 minutes             │
│  All parties combined .................. ~5 minutes             │
│  Time we had to rebut Teis's claims ..... 0 minutes             │
│                                                                 │
│  ──────────────────────────────────────────────                 │
│                                                                 │
│  This is NOT a definitive decision.                             │
│  Appeal already in motion. Final answer at High Court.          │
│                                                                 │
│  The promissory note that the first instance "did not           │
│  understand" is already a valid registered claim in Romania.    │
│  In ~6 weeks we will return to Østre Landsret with a            │
│  Romanian title executoriu, recognized in Denmark under         │
│  EU Regulation 1215/2012 (Brussels I bis).                      │
│                                                                 │
│  ──────────────────────────────────────────────                 │
│                                                                 │
│  IT IS GOOD THAT RECONSTRUCTION DID NOT OPEN TODAY.             │
│  Teis attempted to install his own accountant inside it.        │
│  We were not ready for hostile reconstruction.                  │
│  Opening it at appeal = definitive solution, no proxy war.      │
│                                                                 │
└─────────────────────────────────────────────────────────────────┘

Standing disclaimers: I am Mark-Robert Abraham, founder and former CEO of Shape Robotics A/S (CVR 38322656), Romanian citizen writing in personal capacity. This is a journalistic compilation of facts that are independently verifiable in Danish public records. Every name appearing here is a public actor. Final legal filings remain the prerogative of Mazanti-Andersen (Philip A. Borreschmidt). The procedural views below are mine and the company’s — not legal accusations against any specific actor.

What happened today

At Sø- og Handelsretten this morning, two petitions were on the docket:

1. Reconstruction, filed by our main creditor Elena Pasat (~DKK 400M of total ~DKK 500M group debt traces back to Romania)

2. Bankruptcy, filed by liquidator Teis Gullitz-Wormslev

The court ruled against reconstruction and for bankruptcy.

I am not going to comment on the merits of the judge’s decision in language that creates noise. Bo, who was in court with me, can confirm what we both observed: the proceeding was short, the central document under discussion — a registered promissory note — was clearly unfamiliar to the bench, and the time available did not permit full ventilation of any of the substantive arguments.

So instead of complaining about the procedural form, let me explain what the ruling actually means.

The procedural reality

The Danish maritime and commercial court (Sø- og Handelsretten) processes insolvency matters quickly. Today’s hearing was approximately ten minutes total — five for the bench, five split among all parties — followed by a short deliberation and ruling.

For a case with documented system-wide exposure in the DKK hundreds of millions to billions, with cross-border claims, multiple defendants, and a central instrument (the promissory note) governed by the Geneva Convention 1930 + Romanian law on aval (Legea 58/1934), a ten-minute hearing is not where this case can be properly decided.

It is, however, the procedural form Danish bankruptcy courts use.

The decisions at first instance in Danish bankruptcy court are immediately enforceable (no automatic delayed effect on appeal). This is unusual by EU standards. Denmark, in fact, opted out of the EU European Enforcement Order regime — the only EU member to do so. The bankruptcy courts here operate on fast-forward by design.

This is why every meaningful decision in this case is going to be made at the appeal level. We always knew that. We said so from the beginning. Today simply confirmed the route.

Why losing today is, paradoxically, the better outcome

Here is what nobody is reporting:

During today’s hearing, an accountant appeared in the courtroom who had not been introduced by either Mazanti-Andersen or by Elena Pasat’s counsel. We did not know who brought him. It became clear during proceedings that Teis was attempting to install one of his own people as a “co-reconstruction accountant” alongside Philip Borreschmidt from Mazanti.

Under the procedural reform of 2011, having a reconstruction accountant is no longer compulsory in Danish law. But the court can still appoint one if a party requests it. Had reconstruction been opened today, the structure would have been:

• Reconstructor (lawyer): Mazanti-Andersen

• Reconstructor (accountant): a Teis-affiliated party

That is a hostile reconstruction. The very person whose conduct caused the unlawful 6 January 2026 bankruptcy — annulled unanimously by Østre Landsret on 5 March 2026 (K 3337/25-F) — would have been operating inside the reconstruction itself, through a proxy, alongside our counsel.

We were not prepared for that. We did not see it coming. Had reconstruction opened with that structure, we would have lost it from the inside.

By ruling against reconstruction at first instance, the court inadvertently saved us from a hostile reconstruction we would have lost. The appeal route now leads to reconstruction without Teis-affiliated proxies inside. That is a definitively better outcome.

What changes for the appeal

The High Court (Østre Landsret) will hear three pieces of business in the coming weeks:

1. Appeal of today’s ruling (rejection of reconstruction + grant of bankruptcy)

2. Appeal already in motion against Teis’s appointment as liquidator (filed earlier, ruling expected this week or next based on information we have received)

3. All of it consolidated if the timing aligns

If the High Court rules — and we have strong reasons to believe it will — that Teis should be removed as liquidator due to conflict of interest, then today’s bankruptcy ruling collapses automatically. Because the person who petitioned for bankruptcy today was the liquidator. Remove the liquidator, and the petition that opened bankruptcy today goes with him.

This is why I keep saying: the appeal IS the case. Always was.

The promissory note — and why Teis just made our case for us

The judge today struggled with the nature of the promissory note. In Danish commercial practice, the instrument fell out of common use after the 1960s. In Eastern European practice — Romanian, in particular — it is a standard, registered, non-cash payment instrument with deep historical roots in the bezna l / beznal tradition from the USSR economic system, where governmental institutions and state-owned factories used non-liquid currency instruments for inter-entity payments. The instrument never lost its centrality in Romanian commercial life.

For those new to this: a promissory note is extremely simple, extremely direct, extremely powerful. The debtor-creditor relationship is intentionally constructed so that the creditor does not have to verify the debtor’s internal procedural compliance. That is the entire point of the instrument. If the debtor’s internal signing rules were violated, that is an internal matter for the debtor — not a defense against the creditor’s claim.

Today, Teis attacked the promissory note in Danish court by arguing it was not a valid claim because of internal signing concerns. This was the central argument used to reject reconstruction on the merits.

Here is what Teis did not understand he was confessing.

The promissory note claim is already registered as a valid claim in Romania. It is the lead claim in Romania. The registration period has expired. The claim has matured. It cannot be contested in Romania any longer — neither by Teis, nor by anyone else.

Teis became aware of this Romanian claim on 26 January 2026, when the unlawful bankruptcy he obtained on 6 January 2026 was still in effect. He had three months in which, as bankruptcy curator and de facto administrator of Shape Robotics’ assets — including its subsidiaries — he had a fiduciary duty to contest the claim in Romania if he believed it was invalid.

He did not contest it. He let it mature.

Now, in May 2026, he stands up in Danish court and says the very same claim is invalid.

He has just confessed, on the record, in Danish court, that he failed to perform his fiduciary duty in Romania. He let a claim he now says is invalid mature into a definitively registered claim in Romanian jurisdiction — meaning he caused material loss to Shape Robotics Romania during his tenure as curator. That is a separate, independent cause of action against Teis personally, recoverable from his liability insurance.

He just gave us the case against him.

The Brussels I bis route — what comes next

In 6 weeks, the appeal will be heard. By that time, the following will have happened:

1. Procedure of ordonanță de plată (sum mary order for payment) initiated in Romania on the basis of the promissory note + aval. Under Romanian law (Codul de Procedură Civilă + Legea 58/1934), this is a summary procedure — typically resolved in 30–60 days, faster if uncontested or if opposition is unfounded.

2. Romanian title executoriu obtained. Tribunal român applies Romanian law to the aval (per lex loci actus — Geneva Convention 1930 principle: aval is governed by the law of the place where it was given).

3. Certificate under Article 53 of Regulation 1215/2012 (Brussels I bis) issued by the Romanian court. This certificate, in standardized EU form, attests to the enforceability of the judgment in the state of origin.

4. Recognition in Denmark under Article 39 of Regulation 1215/2012: “A judgment given in a Member State shall be enforceable in the other Member States without any declaration of enforceability being required.” Denmark applies Brussels I bis under the parallel agreement signed 19 October 2005, in force from 1 July 2007.

5. Deposit of the Romanian title at Østre Landsret as new evidence in the appeal. Procedurally admissible: the document did not exist at the time of first instance.

6. The Danish appellate court will face a binary choice:

   • Recognize the Romanian title (mandatory under EU Reg. 1215/2012, refusal grounds are extremely narrow per Article 45)

   • OR generate a head-on conflict between two coordinate EU member state judgments on the same claim, which the EU system is structurally designed to prevent

Østre Landsret will choose recognition. That is the architectural logic of the EU judicial space.

When the Romanian title is on the table, the entire premise of today’s ruling collapses. The claim is valid. The aval is valid. The Romanian instance — applying Romanian law to a Romanian aval — has confirmed it. The Danish first-instance ruling that the promissory note “was not a valid claim” cannot survive that.

What this means for shareholders

I want to be very direct with our shareholders.

Today does not change the outcome of this case. It changes only the timing.

If reconstruction had been granted today, it would have been a hostile reconstruction with Teis operating inside through a proxy accountant. We were not ready to fight that war from inside, and we would likely have lost it slowly while feeling like we were winning.

If reconstruction is granted on appeal — which is where the definitive decision was always going to be made — it will be a clean reconstruction. The Romanian title will be on the table. Teis will be in conflict (whether removed as liquidator or formally censured by the DFSA’s pending market abuse ruling on his conduct during the 59 days, which is expected in the next one to two weeks).

The reconstruction plan, as I have said from day one, is the only path that returns value to shareholders.

In bankruptcy:

• The Romanian subsidiary (where the center of business and the center of creditor claims actually sits — centre of main interests under EU Insolvency Regulation 2015/848 considerations are more nuanced than the Danish first-instance treatment) absorbs most of the procedural action.

• Creditors get paid. They will get paid from Romanian proceedings irrespective of Teis.

• Shareholders lose everything — because in liquidation, the equity stack is wiped out by definition.

In reconstruction:

• Debt is restructured (haircuts, litigation rights, structured terms)

• Shares are diluted but not extinguished

• The company resumes operations on a defensible base

• We bring back operational team, replace lost contracts, rebuild

• The pump-and-dump litigation (DKK 309M–2,477M defendant exposure analyzed in Day 62) becomes an active claim of the company, prosecuted by reconstruction administrators, with proceeds flowing through the capital structure including to shareholders

Reconstruction is the only outcome where shareholders are not zero-ed out. The appeal is the route to reconstruction. Today’s ruling means the appeal happens with the Romanian title executoriu in hand. That is materially stronger than going in without it.

What I observed today, factually

I am being careful with the language. These are observations, not accusations:

1. The hearing lasted approximately ten minutes total. Bo can confirm.

2. Teis cited a Børsen newspaper article during his oral argument — I understand the substance was a reference to what Andre Fehrn allegedly knew or did not know. Newspaper articles are not generally admissible as probative evidence in Danish civil procedure (Retsplejeloven § 341 governs admissibility), and their use raised an eyebrow from our side. I am not commenting on the bench’s reaction.

3. Teis stated in court that he has the support of UniCredit for the bankruptcy. To my direct knowledge, having spoken with UniCredit in Romania, UniCredit’s position is the opposite — they are seeking to attribute the bankruptcy claim to Teis. He did not submit documentary evidence of UniCredit support. I cannot reconcile his statement with the conversations I have had.

4. An accountant appeared in the courtroom who had not been introduced by Mazanti or by Elena’s counsel. It emerged that Teis was attempting to install him as co-reconstruction accountant. This is procedurally permissible to request, but it was not, in our view, properly disclosed in advance.

5. The substantive merits of the promissory note — the Geneva 1930 framework, the lex loci actus principle on aval, the Vekselloven §§ 7-8 protections for vekselholdere — were not, in our perception, fully engaged by the bench in the time available.

I record these observations because they are relevant to the appeal. I do not draw legal conclusions from them. Mazanti will frame the appeal arguments in proper Danish legal form.

What changed for me personally

Yesterday I was preparing for a reconstruction that I now realize, in retrospect, would have been a trap. We did not see it coming. We were not ready for a hostile-reconstruction architecture with Teis-affiliated proxies inside the procedure.

Today I am preparing for an appeal with:

• A Romanian title executoriu in motion (6 weeks)

• A pending appeal against Teis’s appointment as liquidator (decision this week or next)

• A pending DFSA ruling on Teis’s conduct during the 59 days (one to two weeks)

• Cumulative procedural defects in today’s ruling that mirror exactly the defects Østre Landsret already annulled unanimously in K 3337/25-F (5 March 2026)

• Clear, documented, factually verifiable evidence that the central instrument (the promissory note) is registered and matured in Romania, where Teis failed to contest it during his fiduciary tenure

I am more prepared for the appeal than I was for today’s hearing. By a significant margin.

The bigger frame

When I said in Day 62 that the establishment is fighting to keep Shape dead because the bill they face if Shape survives is system-scale (DKK 309M – 2,477M, EUR 105M most likely), today’s ruling fits cleanly into that frame.

What you saw today is what aggressive defense looks like in a system where the bankruptcy court operates on fast-forward and the appellate court is where definitive answers actually happen. Teis, Kromann Reumert’s broader position, the establishment’s preferred procedural form — all of these benefit from speed and from outcomes that produce irreversible facts on the ground before the appellate court can rule.

We knew this from day one. We said it on day one. We are operating accordingly.

Asymmetric warfare, as I said to the audience this evening. We are operating against a Big-5 law firm with thousands of lawyers. We have a small team and a Romanian creditor with a registered claim. What we have, that they do not have, is:

• A claim that is materially correct and registered in a coordinate EU jurisdiction

• A procedural framework (Brussels I bis) that does not give Denmark veto power

• A documented pattern of first-instance procedural defects that the appellate court has already annulled once and is likely to annul again

• Time, used efficiently — six weeks is short relative to most commercial litigation, and it is enough to get the Romanian title in place before the appeal

Bottom line

We lost the battle. The war just got simpler.

In six weeks we return to Østre Landsret with:

• A Romanian title executoriu confirming the validity of the promissory note in Romanian jurisdiction (where it belongs under lex loci actus)

• The certificate under Article 53 of Reg. 1215/2012 making it directly recognizable in Denmark

• Documentation that Teis failed in his fiduciary duty to contest the claim in Romania during his curator tenure

• All the procedural arguments from Day 62 about § 11 a, § 15 stk. 2, rets-kraft, and the 10-minute hearing not constituting effective hearing under Retsplejeloven § 339, ECHR Art. 6, and Grundloven § 63

• A pending DFSA ruling on Teis’s market abuse conduct (expected within one to two weeks)

• A pending appeal that may remove Teis as liquidator entirely (expected this week or next)

Any one of those is meaningful. Together they are decisive.

The reconstruction plan — the only path that returns value to shareholders — opens at appeal. Without Teis inside. Without a hostile-reconstruction architecture. On clean procedural footing.

That is what the next six weeks are for.

To everyone following: please understand that today’s ruling is not the end of this story. It is a procedural waypoint on a path we have always been on. The appellate court is where this case ends. Today only confirmed that we are going there with stronger evidence than we would have had otherwise.

I will leave Copenhagen tomorrow. The work continues from Bucharest.

🚨 GAME OVER 🚨

Q.E.D.

— Mark-Robert Abraham Founder & former CEO Shape Robotics A/S Romanian citizen, writing in personal capacity WildCEO.live · 11 May 2026 · Copenhagen

Receipts at the bottom (for the record)

• Day 62 (yesterday): Why They All Want Us Dead — Pump & Dump Part 4

• Master KB: SHAPE_ROBOTICS_PUMP_DUMP_MASTER_KB.md

• Liability analysis: SHAPE_LIABILITY_ANALYSIS_MAXIMUM.md

• Memo on § 247 / rets-kraft argument: MEMO_Mazanti_247_inapplicable.md

All published at wildceo.live.

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┌─────────────────────────────────────────────────────────────────┐
│  TL;DR — THE BILL                                               │
├─────────────────────────────────────────────────────────────────┤
│                                                                 │
│  Shape Robotics didn't fail. It was killed.                     │
│  Every party who killed it has a financial reason               │
│  to keep it dead.                                               │
│                                                                 │
│  ─────────────────────────────────────────────────              │
│                                                                 │
│  CARNEGIE INVESTMENT BANK ........  DKK   235M –  1,368M        │
│  AERBIO GROUP A/S (clawback) .....  DKK    21M –    493M        │
│  BUNDGAARD-BENDIXEN NETWORK ......  DKK    32M –    435M        │
│  SHAPE BOARD / D&O ...............  DKK    21M –    101M        │
│  EIFO / LENDERS ..................  DKK     0M –     80M        │
│  ─────────────────────────────────────────────────              │
│  TOTAL SYSTEM EXPOSURE ...........  DKK   309M –  2,477M        │
│                                     EUR    42M –    333M        │
│                                                                 │
│  MOST LIKELY (medium scenario) ...  DKK 783M = EUR 105M         │
│                                                                 │
│  ─────────────────────────────────────────────────              │
│                                                                 │
│  Previous estimate DKK 60–250M = creditor RECOVERY              │
│  Real number = defendant EXPOSURE                               │
│  Difference: 3–10× higher                                       │
│                                                                 │
│  Includes EU MAR Article 30 fines up to 15% of                  │
│  Carnegie's EUR 400M turnover = DKK 450M ceiling                │
│  on a single line item.                                         │
│                                                                 │
│  ─────────────────────────────────────────────────              │
│                                                                 │
│  WHY THEY BUILT THE BANKRUPTCY:                                 │
│  Not because we failed.                                         │
│  Because we'd survive.                                          │
│  And the bill they'd face is system-scale.                      │
│                                                                 │
└─────────────────────────────────────────────────────────────────┘

Standing disclaimers: I am Mark-Robert Abraham, founder and former CEO of Shape Robotics A/S (CVR 38322656), Romanian citizen writing in personal capacity. This is a journalistic compilation of facts that are independently verifiable in Danish public records (CVR.dk, VP Securities, Cision, Sø- og Handelsretten). Every name appearing here is a public actor. Final legal filings remain the prerogative of Mazanti-Andersen (Philip A. Borreschmidt). Court hearing tomorrow, 11 May 2026 at 09:30, Sø- og Handelsretten.

Where we are after 3 episodes

Day 58 showed you how the pump started — Carnegie’s “back of envelope” research note dated 5 March 2024 from analyst Lars Topholm, projecting Shape from DKK 35 to DKK 131 (a 274% target) at the precise moment Bundgaard was preparing to subscribe to a directed placement.

Day 59 showed you the real reason — the 4-year pre-existing partnership between Bundgaard and Aerbio CEO Kaspar Kristiansen via Pleje- og Seniorboliger ApS (CVR 41200081), founded 27 February 2020, 50/50 ownership. This pre-dated everything.

Days 60–61 showed you the repeat extraction and the money trail — 8+ accounts, 700,000+ shares dumped between April and June 2024, DKK 21M+ extracted, redeployed into a vehicle (DBB BidCo ApS, founded 1 May 2024 during the dump, renamed Aerbio Group A/S on 11 September 2024), where Bundgaard locked 33.08% UBO on 18 October 2024 and Topholm sits as Chairman since 2021 — three years before the Shape pump began.

Today is the conclusion: why every party in this story has a financial incentive to keep Shape bankrupt — and why the recovery threat is what built the bankruptcy in the first place.

The Bomb — Three Charts That Tell The Story

📊 The Pump & Dump Timeline — what happened, day by day

The price journey from DKK 35 (placement) → DKK 52 (peak, 18 March 2024) → DKK 5.03 (suspension, 6 January 2026). Annotated with every coordination email, every directed placement, every dump wave.

⚖️ The Asymmetry — who won, who lost

Two bars. One small (insiders +DKK 26.5M). One huge (retail −DKK 811M). Ratio 31:1. Normal market volatility is symmetric. When a stock falls 79%, everyone loses proportionally. Manipulation is asymmetric. Informed parties extract value from uninformed parties. This ratio is not interpretation. It’s mathematical proof.

💸 The Money Flow — where it went

Shape Robotics retail → 8+ dumping accounts → DBB BidCo ApS (1 May 2024) → Aerbio Group A/S (EUR 200M+ valuation, Series A target Q4 2024). The same network that dumped Shape now owns 33% of a biotech valued at six times what they extracted.

The Liability — Four Charts That Show The Bill

The previous figure I cited — DKK 60–250M — was an underestimate. That number measured creditor recovery after settlement. The number that matters tomorrow is defendant exposure before settlement, and it is roughly an order of magnitude larger.

📊 Old estimate vs new analysis

The forensic report’s DKK 60–250M was net of apportionment, settlement discounts, litigation cost, and time value of money. Real defendant exposure runs DKK 309M (conservative, claims floor) to DKK 2,477M (aggressive maximum, including EU MAR Article 30 fines at 15% of Carnegie’s turnover and full Aerbio constructive trust). Most likely scenario: DKK 783M = EUR 105M.

⚖️ Liability by defendant category

Five defendants. Five exposure profiles. Carnegie alone aggressive = DKK 1,368M. Aerbio veil-piercing = DKK 493M. The Bundgaard-Bendixen network = DKK 435M. Shape Board D&O = DKK 101M. EIFO contributory negligence = DKK 80M. Each line is independently actionable and several are joint-and-several across defendants.

🏦 Carnegie’s liability — five claim heads

Five independent claim heads: direct civil damages (proximate causation of shareholder loss), bankruptcy causation (Selskabsloven §361 + EU MAR), disgorgement of fees and Topholm-related profits, EU MAR Article 30 fines (up to 15% of Carnegie’s EUR 400M turnover = DKK 450M maximum), and Romanian moral damages for 4,700 EU-resident shareholders. Carnegie can lose four of five and still owe DKK 235M.

💰 Creditor coverage — the chart that explains everything

Total Shape Robotics creditor claims are estimated at DKK 250M. In the liquidation scenario, creditors recover roughly 15% — DKK 37M — and shareholders recover zero. In the medium recovery scenario, defendants pay DKK 300M settlement → creditors recover 100% AND there is a DKK 50M surplus that flows pro-rata to the 4,700 retail shareholders. In the aggressive scenario, the surplus is DKK 550M — roughly DKK 117,000 per affected shareholder. That’s the math the establishment is fighting against. Recovery doesn’t just save creditors. It returns money to retail. That is the bill that cannot be allowed to be sent.

Now — the four parties that need Shape dead

1. Carnegie Investment Bank AB

Exposure if Shape recovers: DKK 235M–1,368M (EUR 32M–184M).

This number is materially higher than my earlier published figure of DKK 50–200M. The earlier figure was a recovery estimate — what the estate might collect after settlement and apportionment. Defendant exposure — what’s owed before negotiation — is what’s stated above.

The components:

• Direct civil damages (proximate causation of shareholder loss): DKK 195M–438M. Carnegie is the deepest pocket and the originator of the manipulation cascade. Apportionment shares for institutional defendants in Nordic securities litigation typically run 40–60% of attributable harm. With DKK 487M–730M of manipulation-attributable shareholder loss (60–90% of the DKK 811M total), Carnegie’s share alone is DKK 195M–438M.

• Bankruptcy causation damages (Selskabsloven §361 + EU MAR): DKK 30M–250M. The going-concern value Shape lost — book value DKK 100M minimum, pre-pump enterprise value DKK 500M maximum.

• Disgorgement of fees and profits: DKK 5M–30M. Placement underwriting (5–7% of DKK 35.4M) plus Aerbio Series A advisory (estimated EUR 2–3M = DKK 15–22M) plus Topholm-related firm bonuses.

• Regulatory fines — this is the big one: DKK 5M–450M. Finanstilsynet maximum per breach is DKK 700,000, but that’s domestic. EU MAR Article 30 enables fines up to 15% of legal entity turnover. Carnegie’s 2024 revenue was approximately SEK 4.5 billion ≈ EUR 400M. 15% of that is EUR 60M = DKK 450M maximum theoretical. Even a moderate EU regulatory finding in the EUR 5–15M range yields DKK 37–112M.

• Romanian moral damages (4,700 shareholders in 17 countries enable EU-wide collection): DKK 0–200M. Daune morale under Romanian civil law allows recovery for foreign-resident shareholders.

Carnegie has already been formally reprimanded by Finanstilsynet on 7 April 2026 (Cision Announcement 10-26) for MAR Article 20(1) violation. The reprimand is the floor, not the ceiling. Civil litigation, EU regulatory action, and disgorgement remain entirely in front of them.

Reference cases for scale:

• Goldman Sachs Abacus 2010 (similar conflict-of-interest research): USD 550M settlement

• Morgan Stanley Facebook IPO 2012: USD 80M total settlements

• Credit Suisse Mozambique 2021: USD 475M settlement

• Danske Bank money laundering 2023: USD 2.06B (Danish bank scale precedent)

Carnegie’s exposure is on the small end of these precedents only because the harm pool is smaller — but the liability ratio per dollar of harm is fully comparable.

Why Shape staying dead matters to Carnegie: A reconstructed Shape is an active claimant with three- to five-year litigation runway. A liquidated Shape has a tvangsopløsning likvidator (Teis Gullitz-Wormslev) whose statutory mandate is wind-down efficiency, not multi-jurisdiction commercial litigation against a top-three Nordic investment bank.

2. The Shape Board

Exposure if Shape recovers: DKK 21.4M (Topdanmark D&O Policy 642-16131773 cap), plus uninsured personal exposure beyond.

Five directors are exposed under Selskabsloven §361 (director liability for breach of duty):

Director Specific failure Jeppe Frandsen (Chairman) Received Bundgaard’s 5 March 2024 email forward (”Lars gave permission”) and took no compliance action; received Topholm’s 24 April 2024 “concerned shareholder” email during the dump phase and facilitated Carnegie’s advisory pitch instead of investigating; did not disclose his own Paralenz bankruptcy (October 2022, EIFO −DKK 25M+) in Shape’s 2023 Listing Prospectus, an apparent violation of Reg 2017/1129 Lindgreen, Rootzén, Holst Hansen, Ikov Board-level failures to investigate red flags (Topholm’s Akind position as EdTech competitor, Holst Hansen’s MatematikFessor founding as EdTech competitor, the 49% price spike in 12 days without surveillance review)

Why Shape staying dead matters to the Board: A reconstructed Shape with proper governance triggers an immediate D&O claim review. A liquidated Shape’s likvidator may decline to pursue D&O claims if recovery is uncertain — directors walk free. The statute of limitations clock for Selskabsloven §361 claims continues to tick.

Frandsen’s appointment as CEO of Canon Milestone on 1 December 2025 — five weeks before Shape’s bankruptcy decree — is a fact you can verify on CVR.dk. Make of it what you will.

3. The Bundgaard-Bendixen network

Exposure if Shape recovers: DKK 32M–435M.

Disgorgement of trading profits (DKK 26.5M baseline → DKK 130M including Aerbio paper gains) + EU MAR Article 30 fines stacking across 8+ network actors at €5M each (DKK 300M maximum aggregate) + Section 30 / Kapitalmarkedsloven §40 disclosure penalties + criminal property confiscation under Straffeloven §75-77.

VP Securities Holding-history files (downloaded by Shape Robotics’ general counsel from investor.vp.dk and preserved in the company OneDrive — these are official Danish government securities registry records, not speculation) prove the following:

VP ID Account Net shares dumped 1288650 Martin Bundgaard personal −191,250 Account 130440017669250 Sundvænget Invest ApS (Bundgaard 100%) −198,002 (peak position 4 March 2024) (omnibus) Bundgaard via nominee −332,755 (estimated from arithmetic) 4522571 TANDLÆGE Mathias Rud Jacobsen AP −159,659 4527396 ORAEI MANAGEMENT ApS −91,074 4309875 SOLIDO ApS (100% subsidiary of Bendixen’s Fredericiagade Holding) −89,400 1285973 Søren Bendixen personal −70,492 4528674 ABREN ApS −72,823 3025053578 Lars Topholm (Carnegie Head of Research) −3,500 (undisclosed throughout 5 March → 26 April 2024)

795,586 shares ÷ 14,054,517 pre-cap-raise share count = 5.66%. Above the Section 30 / Kapitalmarkedsloven §40 disclosure threshold. Bundgaard never filed. That’s a standalone violation — penalty up to DKK 700,000 fine plus suspension of voting rights (§44).

The two-wave extraction (this is new): VP Securities data shows Sundvænget Invest dumped 121,707 shares between 19 and 21 March 2024 — at the all-time high of DKK 52, five weeks before the official “concerned shareholder” emails. Then the position was rebuilt to 140,000 by 17 April. Then dumped again starting 24 April.

Wave 1 (hidden, at peak prices):
  19 Mar 2024: −22,001 shares
  20 Mar 2024: −74,885 shares  ← BIGGEST SINGLE-DAY DUMP at peak DKK 52
  21 Mar 2024: −24,821 shares
  Total Wave 1: 121,707 shares dumped within 24-72 hours of ATH

Wave 2 (official dump phase):
  24 Apr – 30 Apr 2024: −139,235 shares
  Account closed 30 April 2024.

Sell at peak. Buy back lower. Sell again. MAR Article 12(1)(a) market manipulation when combined with insider information — which is documented in the email chain.

Why Shape staying dead matters to this network: A reconstructed Shape’s reconstruction administrator (Mazanti-Andersen) has a fiduciary duty to creditors to pursue insider trading claims. A liquidated Shape’s likvidator may settle quickly for a fraction. Recovery against this network alone could exceed DKK 100M before considering punitive multipliers.

4. Aerbio Group A/S — the vector nobody mapped

Exposure if Shape recovers: DKK 21M–493M (clawback / constructive trust).

This is the line item that makes the previous DKK 250M ceiling look small.

The dump proceeds from Shape did not vanish. They went into DBB BidCo ApS (founded 1 May 2024, during the dump), capitalized with the extracted DKK 21M+, then renamed Aerbio Group A/S on 11 September 2024. Bundgaard locked his 33.08% UBO position on 18 October 2024 via Sundvænget Invest ApS.

Aerbio Group A/S targeted a EUR 50M Series A at an implied EUR 200M+ valuation in Q4 2024.

Bundgaard’s 33.08% stake at EUR 200M valuation = DKK 493M.

Two legal vehicles enable clawback:

• Romanian civil law acțiune pauliană (Pauline action): voidable transfer to defraud creditors. Mark Abraham as Romanian citizen + Shape estate as Romanian-affected entity have standing.

• Danish Konkursloven §74: clawback of transfers in fraud of creditors, including indirect transfers through related parties.

The conservative theory recovers only the dump value (DKK 21M). The aggressive theory imposes a constructive trust over Bundgaard’s full Aerbio stake (DKK 493M). The medium scenario — dump value plus apportioned value-creation premium — yields DKK 100M.

This single defendant alone (aggressive scenario) exceeds the previous DKK 250M total estimate by 2×.

5. The system itself

Exposure: existential.

This is the fourth party. The one that doesn’t appear on any liability map. The one with the most to lose.

If Shape Robotics recovers, the precedent is established that:

• A Nordic top-three investment bank can be held to MAR Article 20 in civil court, not just regulatory reprimand

• A coordinated network using omnibus structures, multiple ApS vehicles, and insider research can be unwound

• D&O insurance claims for governance failure during market manipulation are payable

• Bankruptcy can be reversed when the underlying business is operationally healthy (Q3 2024 revenue +109% YoY, contribution margin 35% record, November 2024 DKK 138.75M UniCredit facility secured)

Every one of these is unwelcome news in the Danish capital markets establishment.

The Carnegie reprimand on 7 April 2026 was a calibrated minimum. The reasoning runs: regulators must respond to overwhelming evidence, but they prefer to do so in a way that preserves the institution. Reprimanding the analyst preserves the bank. The bank then negotiates a settlement. The settlement is sealed. The precedent doesn’t get tested in court.

A Shape recovery breaks that compromise. A Shape recovery means civil litigation in Sø- og Handelsretten with discovery, sworn testimony, and reasoned judgments that become precedent for every other Nordic small-cap victim.

That’s why the bankruptcy was built so carefully. That’s why it took unanimous reversal at Østre Landsret on 5 March 2026 (case K 3337/25-F) to undo the first attempt. That’s why a tvangsopløsning was ordered on 17 April 2026 — six weeks after we won. That’s why the reconstruction petition matters tomorrow.

The disaster nobody talks about

DKK 755M of shareholder value destroyed in one of the largest small-cap value destructions in recent Danish capital markets history. Largely uncovered by financial media. The only sustained investigative coverage came from Frihedsbrevet in December 2025.

The omertà was not accidental.

The hero carousel — the proof carousel

For new readers, the six charts that proved this case across Days 53–61:

• The Information Gap —

• — what insiders knew vs what retail saw

• The Coordinated Dump —

• — 8+ accounts moving in formation

• The Divergence —

• — price action vs operational performance

• DKK 755M Destroyed —

• — shareholder value collapse

• The Rise and Ruin —

• — the full price arc, DKK 35 → 52 → 1.58

• The Evidence Table —

• — every smoking gun in one place

Tomorrow — 11 May 2026, 09:30

Sø- og Handelsretten. Reconstruction hearing R14/26. Mazanti-Andersen (Philip A. Borreschmidt) proposed as reconstructor. The petition was filed 21 April 2026.

What’s at stake:

If reconstruction is granted, Shape Robotics A/S enters formal restructuring under Danish bankruptcy law (Konkursloven §11). The reconstructor takes statutory authority. The first task — by law — is to assess viable claims against third parties whose actions caused or contributed to the company’s distress.

The ranked list is mechanical:

1. Carnegie Investment Bank AB (institutional liability — DKK 235M–1,368M)

2. Aerbio Group A/S clawback (DKK 21M–493M — the vector that changes everything)

3. Bundgaard-Bendixen network (market manipulation profits — DKK 32M–435M)

4. The Shape Board (governance failure, D&O coverage — DKK 21M–101M)

5. Lars Topholm personally (analyst conduct, joint with Carnegie)

Total system-wide exposure: DKK 309M (conservative) to DKK 2,477M (aggressive). Most likely DKK 783M = EUR 105M.

Total Shape Robotics creditor claims are estimated at DKK 200–300M. In the medium scenario, creditors get paid in full and there’s a surplus that flows back pro-rata to the 4,700 retail shareholders. That’s the scenario the establishment is fighting against. Recovery doesn’t just save the company. It returns money to retail. That math is what they’re afraid of.

If reconstruction is denied, the tvangsopløsning likvidator continues. The ranked list is still there. The math is still there. But the urgency, the funding, and the willingness of a likvidator to take on Carnegie at scale is materially different from a reconstructor with creditor backing.

That’s why tomorrow matters. That’s why every party who built this bankruptcy will be working their channels until 09:29 to keep it from being granted.

What you can do

If you have access to channels — journalistic, regulatory, parliamentary, professional — the time to use them is now. Specifically:

• The Finanstilsynet 7 April 2026 reprimand is only the beginning. There are pending cases (j.nr. 25-026876, 25-025498, 26-005434). Public attention sustains case progression.

• The DFSA Section 30 supplementary notice for Bundgaard’s undisclosed 5.66% holding is being prepared.

• The Politiet investigation reference is 0100-83986-10362-26.

• The court file is R14/26 — public docket item.

If you’re a Shape shareholder reading this — you are not alone. There are 4,700 of you in 17 countries. The reconstruction is about you.

If you’re a journalist reading this — Frihedsbrevet did the December 2025 baseline investigation. The forensic report dated 19 February 2026 is in evidence. The VP Securities files are real public records. Every claim in this episode is verifiable in Danish public databases without my involvement at all.

If you’re someone in the Danish establishment reading this — yes, I know.

Bottom line — read this twice

They didn’t take Shape because Shape was failing. They took Shape because Shape was working — and because a working Shape was the only entity with legal standing to make Carnegie pay.

Stop and think about that mechanism for a moment. It’s the entire story.

In Danish corporate law, who can sue Carnegie for the damages above? Not me — I’m a former CEO, dismissed by a board controlled by people who had financial incentives to dismiss me. Not the 4,700 retail shareholders directly — they have a derivative claim, but it requires the company to act first or to grant standing. Not the creditors as individuals — they have priority claims on assets, but no claim against third parties for tortious conduct that caused the bankruptcy. Only the company itself, acting through a properly mandated representative, has direct standing to sue Carnegie for the harm Carnegie caused.

That representative is either:

• A reconstructor (in rekonstruktion under Konkursloven §11), who has a fiduciary duty to creditors and the active mandate to pursue claims that maximize the estate, or

• A liquidator (in tvangsopløsning under Selskabsloven §225), whose statutory mandate is to wind down efficiently and minimize cost — and who has wide discretion not to pursue complex multi-jurisdiction commercial litigation against a top-three Nordic investment bank with deep pockets and Big-5 representation.

Carnegie’s house counsel is Kromann Reumert — Denmark’s largest law firm, the standard counsel for major Nordic banks in regulatory and commercial matters. Kromann Reumert lawyers do not need to act improperly. They simply need to do what good defense lawyers always do: maximize their client’s optionality and minimize the exposure surface. In this case, the optimal defense is not to fight the case on the merits. The optimal defense is to ensure the case is never brought.

A liquidator never brings the case. A reconstructor does.

That single distinction — rekonstruktion vs tvangsopløsning — is worth somewhere between DKK 309 million and DKK 2.5 billion in expected exposure, depending on scenario. That’s not a typo. That’s the actual range. That’s the financial value of which procedural box the company sits in tomorrow morning.

Now look at the procedural history with that lens:

• 6 January 2026: bankruptcy decree, fast-tracked.

• 5 March 2026: Østre Landsret unanimously annuls it. Wrong process. (K 3337/25-F.)

• 17 April 2026: tvangsopløsning ordered. A different mechanism, achieving the same outcome — a liquidator instead of a reconstructor. Same result, different route.

• 21 April 2026: reconstruction petition filed by the company. Mazanti-Andersen as proposed reconstructor.

• 11 May 2026, 09:30: tomorrow.

If you find yourself wondering why a healthy company (Q3 2024 revenue +109% YoY, contribution margin 35%, DKK 138.75M UniCredit facility secured November 2024) has been pushed through two separate legal mechanisms toward the same liquidation outcome in five months, the answer is in the paragraph above. The procedural form is the substantive defense.

This is not corruption. This is not conspiracy theory. This is what any Big-5 law firm would do for any major institutional client facing exposure of this magnitude. You don’t fight EUR 184M of liability by fighting it. You fight it by ensuring the entity that has standing to bring it never gets the chance.

Mazanti-Andersen — the firm representing the company tomorrow — knows exactly what’s at stake. Philip A. Borreschmidt knows. The opposing counsel knows. The judge will know. Every sophisticated party in that courtroom understands that tomorrow’s hearing is not really about whether Shape Robotics can be saved as an operating business. It’s about whether the company-as-claimant survives long enough to file the lawsuits.

That’s why the establishment is fighting. Not because they think Shape will win the underlying case — most institutional defendants settle when the claim is real. They’re fighting because if the company survives procedurally, the bill they all face is roughly EUR 100 million expected, EUR 333 million in the worst case. That’s a number that materially affects Carnegie’s regulatory capital. It affects Topdanmark’s D&O book. It affects pricing in the Nordic small-cap underwriting market for a generation. It is, quite literally, system-scale exposure to Danish capital markets infrastructure.

Tomorrow is the procedural question. The substantive question — did they manipulate Shape into bankruptcy and extract DKK 21M+ at retail’s expense — has already been answered, in writing, by Finanstilsynet’s 7 April 2026 reprimand. Once that fact is established, the only remaining question is who has standing to enforce it. And that’s why the procedural form matters more than the procedural argument.

Tomorrow we ask the court to grant standing. The 4,700 shareholders are not asking for sympathy. They are asking for the company-as-claimant to survive long enough to do the math the regulator already did — and to send the bill to the parties the regulator already named.

Everything in this episode is verifiable in CVR.dk, VP Securities, Cision Announcement 10-26, the Finanstilsynet public register, and the Sø- og Handelsretten R14/26 docket. None of this requires you to take my word for anything. That is the point of doing it this way.

If reconstruction is granted, the math runs. If reconstruction is denied, a different and more difficult version of the same math runs over a longer timeframe with a less motivated representative. Either way, the math is now public. The bill exists whether or not Shape exists to send it.

But the most efficient path for the people the bill is owed to — creditors first, then 4,700 retail shareholders — is reconstruction.

That’s tomorrow. 09:30.

🚨 GAME OVER 🚨

Q.E.D.

— Mark-Robert Abraham Founder & former CEO Shape Robotics A/S Romanian citizen, writing in personal capacity WildCEO.live · 10 May 2026 · ahead of court hearing 11 May 09:30

Receipts at the bottom (for the record)

• The Bomb Document (full evidence): THE_BOMB_DOCUMENT.md

• Master Knowledge Base (complete archive): SHAPE_ROBOTICS_PUMP_DUMP_MASTER_KB.md

• VP Securities reconstruction CSV: 08_bundgaard_complete_VP_history.csv

• Extraction Map (all actors, all flows): THE_EXTRACTION_MAP_4K.png

• Datawrapper instructions: EXTRACTION_MAP_DATAWRAPPER_INSTRUCTIONS.md

All available at wildceo.live.

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Previous episodes: Day 58: How the Pump Started — Part 1 of 4 · Day 59: The Real Reason — Part 2 of 4

Background reading: The Myth of Danish Purity (31 January 2026) · There Is No “Mild” Version of This (8 April 2026) · Cision Announcement 10-26 — Finanstilsynet Reprimand against Lars Topholm (7 April 2026)

Sixty days into a war I didn’t start. Two days from the reconstruction hearing — Monday 11 May 2026, 09:30 CEST, at Sø- og Handelsretten in Copenhagen.

I want to start today with the framing, because it matters. For 59 days I have walked you through what the pump was, who did it, why they did it, and how they did it. The Finanstilsynet reprimand of 7 April 2026 (Cision 10-26) confirms the regulatory anchor: Lars Topholm violated MAR Article 20(1) by circulating an investment recommendation without disclosure. The Bundgaard family — including Sundvænget Invest A/S — and Søren Bendixen coordinated their selling between 24 April and 4 June 2024. The price went from DKK 35 on 11 March to DKK 52 on 18 March (verified TradingView ATH) — that is +48.6% in seven trading days — and then was sold down to DKK 22-25 by August.

That story is true. It is the what.

What I want to walk you through today is the why it kept going. Because the pump-and-dump of March-June 2024 was not a one-off event. It was the first cycle of an architecture. Pump. Dump. Pivot. Repeat. Two further extraction events were planned, scheduled, and structurally documented for the rest of 2024 — and they were stopped by exactly one thing.

Me.

🎯 The first piece of direct evidence — 5 March 2024, 19:48 CET

Let me start with a piece of evidence I want every single one of you to read carefully. Until today, the case has been built primarily on circumstantial evidence — broker disclosures, CVR records, trading data, reverse-engineered timelines. The Finanstilsynet reprimand provided the regulatory finding. But the question that lawyers and journalists kept asking me was: can you prove that Bundgaard, Bendixen, and Sundvænget Invest actually received Topholm’s “back of envelope” before they bought into the placement?

I can. And so can the prosecutor when this hits criminal court.

On 5 March 2024 at 16:09 CET, Lars Topholm sent the “back of envelope” to Martin Bundgaard at his Sundvænget Invest email address — martinsundvaengetinvest@gmail.com. That same email later went to the Carnegie sales desk under the subject line “Shape Robotics: Micro cap idea (sales pitch - no coverage)” — Topholm’s own words. Sales pitch. No coverage.

Three hours and thirty-nine minutes later — at 19:48 CET that same day — Martin Bundgaard forwarded the document directly to:

✓ André Fehrn — andre@shaperobotics.com — Shape Robotics’ CEO at the time

✓ Jeppe Frandsen — jeppefrandsen@outlook.dk — Shape Robotics’ Chairman of the Board

I am going to quote what Bundgaard wrote in that forward verbatim, because it is the most important paragraph in this entire case:

“Kære André & Jeppe

Carnegie lavede i dag et salgspitch på Shape. Et salgspitch udgives ikke direkte til kunder, men sendes rundt til firmaets sælgere - Worldwide. Modtog skrivet kl 16 i dag, mens jeg sad i møde. Har netop talt med Lars, som har givet mig lov til at sende jer vedlagte til orientering. Som jeg forstod det var der rigtig fin interesse fra deres London-kontor, og jeg er ikke i tvivl om det var dette skriv der var årsag til at Shape aktien sluttede så flot som det var tilfældet…..

Måske står I indenfor de næste par dage med en unik mulighed for at fuldtegne jeres emission. Ordenlige svar på Topholms spg fra i går, vil nok ikke mindske den pludseligt opståede institutionelle interesse.

Ræk ud, hvis jeg kan hjælpe jer - Jeg er tilgængelig fra kl 8.30 - 11.00 i morgen

Go aften

Martin”

In English:

“Dear André & Jeppe

Carnegie did a sales pitch on Shape today. A sales pitch is not issued directly to clients but sent around to the firm’s salespeople — Worldwide. Received the document at 16:00 today while I was in a meeting. I just spoke with Lars, who has given me permission to send you the attached for your information. As I understood it, there was very nice interest from their London office, and I have no doubt it was this document that was the reason Shape stock closed as nicely as was the case…..

Maybe within the next few days you stand with a unique opportunity to fully subscribe your share issue. Sensible answers to Topholm’s questions from yesterday will probably not reduce the suddenly emerged institutional interest.

Reach out if I can help you — I am available from 8:30 to 11:00 tomorrow.

Good evening,

Martin”

Read that. Slowly.

🔎 What this document proves — line by line

Three things, every single one of them devastating.

🔑 One: Topholm explicitly authorized the distribution to Shape’s CEO and Chairman. Not implicit. Not assumed. “Har netop talt med Lars, som har givet mig lov til at sende jer vedlagte til orientering.” — “I just spoke with Lars, who has given me permission to send you the attached.” Topholm — Carnegie’s Head of Research — knew his “back of envelope” was being deployed simultaneously through (a) the Carnegie internal sales desk, (b) the Carnegie London office, and (c) Bundgaard’s investor-network channel directly into the issuer’s own management. He authorized that triple-track distribution. He coordinated it. He signed it.

🔑 Two: Bundgaard described the document, in his own words, as a sales pitch. “Carnegie lavede i dag et salgspitch på Shape.” Not research. Not analysis. Salgspitch. Sales pitch. Topholm’s own subject line confirms it: “Micro cap idea (sales pitch - no coverage).” That is the textbook definition of an unauthorized investment recommendation under MAR Article 3 — exactly the violation the DFSA found in their reprimand of 7 April 2026.

🔑 Three: Bundgaard told Shape’s CEO and Chairman that the pump created a unique window to “fully subscribe” the share issue. “Måske står I indenfor de næste par dage med en unik mulighed for at fuldtegne jeres emission.” This is not analyst commentary. This is direct guidance on how to monetize a coordinated price move during a pending capital raise. The 11 March 2024 placement at DKK 35 was 6 days away when Bundgaard wrote this. The pump created institutional buying interest — Bundgaard says so explicitly — and Bundgaard explained to Mark and Jeppe that the “suddenly emerged institutional interest” gave them a “unique opportunity” to fuldtegne — to fully subscribe — the issue.

The “back of envelope” was not analyst output. It was a coordinated market-moving instrument, deployed simultaneously across three channels by three actors — Topholm at Carnegie, Bundgaard in the investor network, and the issuer’s own executives — all in the same six-hour window.

📨 The cover-up began the next morning

The next thing in my inbox is dated 6 March 2024 at 06:36 CET — early next morning.

It is a one-line forward from André Fehrn to me. Mark Abraham. The incoming CEO. He was passing the Bundgaard chain on to me, and his accompanying note says:

“Slip this to your investors / Goldring.” “Take out Lars’ name maybe”

That is the entire message. Two lines.

Read the second one again.

“Take out Lars’ name maybe”

The CEO, on the morning after the pump, instructing the incoming CEO to take Lars Topholm’s name off a document before forwarding it to investors.

There is only one reason a CEO writes that sentence. The CEO knew the document’s sourcing was problematic. The CEO knew that distributing an analyst note authored by a Carnegie analyst — to investors — with the analyst’s name attached — was exposing something that needed to be hidden.

The cover-up began at 06:36 CET on 6 March 2024. Twenty-three hours and forty-eight minutes after the pump.

🏛️ The 9 April 2024 Carnegie Proposal

This is the part I have already walked through in the livestream of 8 April 2026, but it sits at the structural heart of today’s episode and it deserves to be shown again — because this is where the pivot happens. From round one (the 11 March placement and the dump that followed) to round two (Q2 2024) and round three (Q4 2024).

Five weeks after the 5 March pump, on 9 April 2024 at 20:58 CET, Christian Baarsøe — Managing Director at Carnegie — sent a formal proposal to me, to André Fehrn, to Moises Pacheco, and to Jeppe Frandsen, with Jens Plenov (Head of ECM at Carnegie) on copy.

Subject line: “Shape Robotics x Carnegie - Proposal.”

The operative paragraphs, verbatim from my inbox:

“We propose to enter into a 3-year framework agreement, where Carnegie acts as Sole Global Coordinator in connection with equity issues in the company. In the short term, we suggest to address two potential issues during 2024:

• The first issue is envisaged to take place in Q2 2024 following the AGM’s approval of an authorization to issue new shares. To execute on this first smaller issue of shares, we intend to arrange a sales force briefing, where management educates Carnegie’s global sales force on the investment case.

• The second issue is envisaged to take place in Q4 2024 documented with a prospectus, providing flexibility in terms of size. To execute on this larger issue of shares, thorough work on the investment case, business plan, communication and guidance would need to be carried out; also pre-deal roadshows targeting both Nordic and international institutional investors are advisable.

As a testimony to Carnegie’s interest in working with Shape Robotics under such framework agreement, Lars Topholm is committed to initiating commissioned research free of charge (other than the transaction-based fees that relate to equity issues).”

Read the bolded sentence again.

“Lars Topholm is committed to initiating commissioned research free of charge (other than the transaction-based fees that relate to equity issues).”

This is the same Lars Topholm who, 35 days earlier, had circulated the “back of envelope” without authorization. The Finanstilsynet would later determine — on 7 April 2026 — that this same kind of analytical output, distributed without disclosure, constituted a violation of MAR Article 20.

Carnegie’s 9 April proposal was the structural answer to that problem. Convert the unauthorized “back of envelope” into authorized “commissioned research.” Make it official. Sign a 3-year framework. Pay for it not directly — to keep it clean — but indirectly, through transaction fees on the very equity issues the research would help sell.

That is what I want you to internalize. The architecture was designed so that Topholm would write favorable research → that research would drive demand for share issues → those issues would generate transaction fees for Carnegie → those fees would compensate Topholm. The same person creating demand for the shares would be paid out of the proceeds of selling them. Conflict of interest is too soft a word. Conflict of interest by design.

🔁 What “pump → dump → pivot → repeat” actually means in practice

I want to pause here because I think there’s a piece of this that is hard to grasp on first listen, and it is the most important piece.

When a public company issues new shares, the people who control the timing know in advance. They sell at the peak before the issue, knowing they will be able to buy back cheaper into the issue. Then they ride the next pump up to the next peak. Sell again. Buy again. Sell again.

In the Shape Robotics case, the structure had three planned cycles in 2024:

Cycle 1 — March 2024: The 5 March 2024 “back of envelope” pumps the price from DKK 36 to DKK 52 (+48.6% in 7 trading days). On 11 March, Shape Robotics issues new shares at DKK 35 in a directed placement. Topholm, Bundgaard, Bendixen, and Sundvænget Invest A/S all participate in that placement. Then between 24 April and 4 June, the network coordinately sells ~532,000 shares at DKK 42-45. ✓ Round one extracted ~DKK 21 million.

Cycle 2 — Q2 2024: Per the Carnegie proposal of 9 April, a “smaller issue” was envisaged following the AGM authorization. Carnegie’s global sales force would receive a management briefing. Topholm’s “commissioned research” would frame the case. The pump-by-research → issue-into-pump → exit-into-dump structure of cycle 1 would be repeated, this time with full Carnegie official infrastructure behind it.

Cycle 3 — Q4 2024: The big one. Full prospectus. International roadshow. Pre-deal marketing across Nordic and international institutional investors. Topholm’s research as the fundamental anchor. This is where the real extraction was meant to happen.

The same crew that had just dumped DKK 21 million out of cycle 1 would have used Carnegie’s official channels — under the cover of “Sole Global Coordinator framework” — to do it again at greater scale, twice more in the same calendar year.

This is not a hypothesis. It is what the 9 April 2024 proposal literally proposes in writing.

📑 The 14 May 2024 sales-desk agenda — the cover-up in real time

While the dump was running between 24 April and 4 June, Topholm was simultaneously preparing the materials for cycle 2.

On 14 May 2024 at 14:25 CET — 21 days into the active coordinated dump period — Topholm sent me and Wiktor Budziosz, our CFO, a complete twelve-section presentation script for our presentation to the Carnegie Sales Desk.

The agenda Topholm wrote:

✓ Show the robot. Make people smile. ✓ Brief overview slide ✓ Market section (2-3 slides) ✓ Market access (2-3 slides) ✓ Products (1-2 slides) ✓ Business model (2-4 slides) ✓ Numbers (2-3 slides) — including 2027 ambition ✓ Summary slide ✓ End slide with names, “with a smiley face :o)”

I want to point out what is on this list that should never have been on this list. Numbers. 2027 ambition. Business model. Forward-looking guidance.

This is non-public material, internal-only material, that Topholm — sitting on 3,500 undisclosed Shape Robotics shares — was helping to package into a pitch for a sales force whose job was to push the next equity issue to retail and institutional investors. Without an NDA. No non-disclosure was ever signed between Carnegie’s research function and Shape Robotics. There was no Chinese wall in place. The structure of investment banking is supposed to keep research and sales rigidly separated. In our case, the analyst was writing the sales pitch.

And the people in his network — Bundgaard, Bendixen, Sundvænget Invest — were exiting their previous positions during the exact same window.

There is a phrase for this in the criminal law of every Western jurisdiction: insider trading combined with market manipulation. In Denmark, MAR Article 12 (manipulation) and MAR Article 14 (insider dealing) both apply. In Romania, where I am a citizen, Codul Penal art. 47 covers conspiracy and aiding-and-abetting in market crimes. The acts described above sit at the intersection of all four provisions.

🛑 The reason cycles 2 and 3 didn’t happen

Here is what nobody else has said out loud about this case yet, and I want to say it plainly today.

Cycles 2 and 3 did not collapse on their own. The share price did not “naturally” deteriorate to a point where the Q4 2024 issue became impossible. I refused to cooperate.

By summer 2024, I had begun to understand what was actually happening. I had recordings of Topholm — recordings I have already published — in which he admitted that he and his network were continuing to be involved in the company’s price formation. I had visibility into the dump timing through CVR records. I had context that I did not have on 6 March when André wrote me “take out Lars’ name maybe.”

And I made a decision. I made it after consulting with Michael Voss, who held the largest shareholder position outside the dump network. I made it after weighing what would happen to the company if I went along with what Topholm and his crew wanted. I made it on the basis of a simple principle that anybody who has run a public company will recognize: you cannot be the CEO of a company that is being used as a vending machine for someone else’s coordinated extraction.

I refused to support a Q2 2024 issue done through Carnegie. I refused to engage in the Q4 2024 prospectus process. I refused to sign the framework agreement.

The consequence was immediate and predictable. They pulled the plug.

I want every shareholder reading this to understand what that meant in practice. The Topholm-Bundgaard-Bendixen network was, between mid-2023 and mid-2024, the single largest pool of institutional support for the Shape Robotics share. When they stopped supporting the share — when they stopped warming the price into each issue and instead applied sustained sell pressure — the share began an asymmetric decline. By autumn 2024 it had cracked through DKK 22. By December 2024 it was at DKK 20. By Q1 2025 it was DKK 14. By 23 December 2025 it printed an ATL of DKK 1.58.

The price collapse was not the natural consequence of business performance. The business never had a year of negative operational results between 2024 and 2025. Revenue grew. International expansion continued. The Polish PNRR pipeline expanded. The Sanako acquisition closed. The price collapse was the consequence of a network that controlled a substantial share of the float withdrawing all support and applying coordinated pressure — as a punishment for refusing to participate in cycles 2 and 3.

That is not a metaphor. That is what actually happened.

🎯 The board’s failure — and mine

I want to be honest here, because I owe it to the people reading. The board around me — Jeppe Frandsen, the directors of the time — they did not want to participate in the Topholm scheme. To their credit. But they also did not want to publicly oppose it. They wanted to ignore it. They wanted to pretend it was not happening.

That third option — the option of cowardice — is what allowed the network to keep operating with reduced visibility. It is what allowed the share price to continue degrading without an explicit defensive posture from the issuer. And ultimately it is what set up the conditions that led to the bankruptcy decree of 6 January 2026.

I share part of that fault. I deferred to a board that did not want to publicly engage. I should have been louder. Earlier. Clearer. I should have published this case in 2024, not waited 24 months. I have apologized for that publicly already and I do so again here.

But the architecture itself — the pump-and-dump scheme, the Carnegie framework, the network, the cycles — was not built by me, was not chosen by me, and was not avoidable by any single executive’s decision. It was designed by people whose business is exactly this. Pandora was an earlier example. Other companies have been examples since. Shape Robotics was a textbook target because we were small, our share count was manageable, our growth trajectory was good enough to be a credible “story stock,” and we did not have the institutional defense structure of larger Nordic listings.

We were the product.

🏛️ Why none of this contradicts the 7 April 2026 reprimand — it strengthens it

Some readers may ask: if all of this is true, why did Finanstilsynet only issue a reprimand against Topholm and not pursue the broader scheme?

The answer is procedural, not substantive. The DFSA’s reprimand was based on a single discrete violation — MAR Article 20(1), the disclosure failure on the 5 March 2024 “back of envelope.” That is the narrowest and most legally clean count. It is what they could prove on a fast track. The broader pattern — MAR Article 12 manipulation, MAR Article 14 insider dealing, the 9 April Carnegie framework, the cycles — those require a deeper investigation that is now beginning under j.nr. 26-005434, currently active.

The reprimand of 7 April 2026 is the first regulatory finding. It is not the last. The shareholders’ formal complaint of 27 April 2026 (Jørgen Andreas Berg, lead complainant), the Politi case under file 0100-83986-10362-26, and the recovery action against Carnegie Investment Bank and Topholm personally — all of these proceed on the broader pattern.

And the Bundgaard email of 5 March 2024 19:48 CET — published here for the first time — is the document that converts the broader pattern from circumstantial into direct.

🎯 Why this matters for 11 May at 09:30

In two days, Sø- og Handelsretten will decide whether Mazanti-Andersen — Philip Borreschmidt as the proposed reconstructor — is appointed.

The current liquidator, Teis Gullitz-Wormslev of Kromann Reumert, has stated publicly that he wishes the company to go bankrupt. He said so yesterday. That is not coordination. That is structural alignment with parties who do not want the recovery action against Carnegie to proceed.

If reconstruction succeeds:

✓ The trading suspension on Nasdaq Copenhagen can be lifted ✓ The IRIS equity facility (EUR 16M) becomes drawable ✓ EIFO and Danske Bank obligations are serviced in full ✓ The Polish PNRR pipeline (~EUR 40M Bechtle contract path) resumes ✓ The recovery action proceeds on its proper foundation, with the company itself as the plaintiff

If reconstruction fails:

✕ The current liquidator — who has stated his preference for bankruptcy — remains in place ✕ The company’s ability to pursue the recovery action becomes structurally compromised ✕ ~4,700 retail shareholders take a total loss while the architects walk away ✕ The architecture of the case becomes much harder to dismantle through civil proceedings

Monday is not the final day. Both sides will appeal. The matter will reach Østre Landsret regardless. But Monday is the first day on which the question gets answered: does this company get the chance to recover from those who staged its destruction, or does it get buried first?

🎯 The ask — same as it has been

I am traveling to Copenhagen tomorrow. The hearing is at 09:30 on Monday at Sø- og Handelsretten. For anyone who can be in Copenhagen on Monday: please come. We will meet at the Scandic Palace Hotel at 08:30 for coffee before the hearing. It is open to the public. Showing up matters.

For anyone who cannot be in Copenhagen but wants to support: subscribe to the Substack at substack.wildceo.live. The Bundgaard email and the supporting Carnegie chain are being added to the vault tonight for full subscriber access. Forward this episode to anybody who cares about Nordic markets, EU MAR enforcement, or what happens when listed-company governance fails at scale.

For anyone who is a journalist: the case file is documented. The emails are real. The dates are verifiable. Reach out and I will walk you through the evidence.

For anyone who is a Shape Robotics shareholder: Jørgen Andreas Berg leads the shareholders’ petition. He has 20+ co-signatories representing 541,745 shares. His email is joergen.andreas.berg@gmail.com. Sign it.

🔚 Closing — and what comes tomorrow

Tomorrow, Day 61, is Part 4 of this series: The Connection. It traces how the pump-and-dump of March-June 2024 directly caused the bankruptcy decree of January 2026 — through EIFO’s withdrawal of financing on 8 July 2024, through the failure of cycle 3 in autumn 2024, through the cascade of overdue payables in 2025, through Treyd’s konkursbegæring of 25 November 2025, through the hearing scheduled in the Christmas window when Galst’s office was closed, through the bankruptcy decree of 6 January 2026 and the trading suspension at DKK 5.03 that same morning.

Same case. Same architecture. One causal chain, end to end.

Day 60 establishes the architecture of the second extraction.

Day 61 connects that architecture to the bankruptcy.

11 May at 09:30 is when the court answers whether the company that survived round one — the company you and I, retail shareholders together, are still trying to defend — gets to recover from those who staged round two.

We did not start this fight. We are going to finish it.

Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 9 May 2026 · Day 60

Lead complainant on the shareholders’ petition: Jørgen Andreas Berg · joergen.andreas.berg@gmail.com

🔐 Vault access: wildceo.live/vault — subscribe at substack.wildceo.live. The 5 March Bundgaard email and the full Carnegie correspondence April-August 2024 are being added to the vault tonight.

📄 Public regulatory record: Cision Announcement 10-26 — Finanstilsynet Reprimand against Lars Topholm (7 April 2026)

📊 Day 58 Datawrapper Chart 1 — The Pump (Feb-Apr 2024) · Day 58 Datawrapper Chart 2 — The Pump & Dump Full Trajectory

📚 Part 4 of this series — “The Connection” — drops tomorrow, 10 May 2026, from Copenhagen.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #PumpAndDump #LarsTopholm #Carnegie #DNBCarnegie #ChristianBaarsoe #JensPlenov #JeppeFrandsen #FrameworkAgreement #SoleGlobalCoordinator #CommissionedResearch #MAR #MARArticle12 #MARArticle14 #MARArticle20 #Finanstilsynet #DFSA #DanishFSA #BackOfTheEnvelope #InsiderTrading #MarketManipulation #MartinBundgaard #SundvaengetInvest #SorenBendixen #Sundvaenget #Reconstruction #MazantiAndersen #Independence #JorgenAndreasBerg #SoOgHandelsretten #OstreLandsret #RepeatExtraction #CarnegieEmails #PartThree #WildCEO #GameOver #Day60 #TheRepeatExtraction

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Previous episodes: Day 58: How the Pump Started — Part 1 of 4 · Day 57: The Paywall Question · Day 56: The Board Folder · Day 55: Friday Q&A

Background reading: The Myth of Danish Purity (31 January 2026) · Shape Robotics Bankruptcy Annulled — Carnegie, Lars Topholm (7 March 2026)

Fifty-nine days into a war I didn’t start. Three days until the court hearing on 11 May at 09:30 at Sø- og Handelsretten.

I owe you an apology. I missed two daily livestreams. I needed the weekend to recuperate. Today I came back, opened the stream, said hello to Bo and Louise, and then walked through the part of the pump-and-dump story that I want to tell publicly — the part that explains why it happened.

Yesterday in Part 1 I showed you the mechanics: the 5 March 2024 “back of the envelope” by Lars Topholm of Carnegie, the +48.6% pump in 7 trading days, the verified DKK 52.00 all-time high on 18 March 2024, the coordinated sales of approximately 532,000 shares between 24 April and 4 June 2024. I gave you the public arithmetic.

Today I want to do something different. I am going to walk you through what is verifiable in the public record about the architecture of this scheme, what remains contested testimony, and where I have to draw the line between the two.

This is the discipline the case requires now. Not less force — more precision.

🎯 Three names you need to remember

✓ Michael Voss (full registered name: Michael Voss-Jensen). Founder and director of Fundamental Fondsmæglerselskab A/S since 1992 — one of Denmark’s most respected independent stock-picking boutiques. Citywire AAA-rated. Approximately DKK 2.3–2.5 billion in AUM. Soft-closed to new investors several years ago because Fundamental’s growing size made it harder to take meaningful positions in small-cap names. Fundamental Invest was Shape Robotics’ largest institutional shareholder from late 2022 onward — combined Voss + foundation holdings exceeded 20% of the company at one point. Sources: fundamental.dk · Cision Announcement, 22 November 2022 · Citywire profile.

✓ Lars Topholm — Managing Director and Head of Research at DNB Carnegie Investment Bank. Joined Carnegie in May 2004 as analyst, became Head of Research in May 2012. Career path before Carnegie: Alfred Berg / ABN Amro 1993–1999, BI Venture / BankInvest 1999–2001, Nordea 2002–2004. Concurrently: Chairman of Aerbio (formerly Deep Branch Biotechnology), registered 15 August 2024 per the Danish business registry. Sources: LinkedIn · Lasso CVR record.

✓ Martin Bundgaard — Long-time Danish stockbroker and financial journalist (Penge & Privatøkonomi, Børsens Nyhedsmagasin, Økonomisk Ugebrev). Director of NOVA FINANCE ApS 1978–1993. Director and 100% owner of Sundvænget Invest ApS since 1999. 33.08% beneficial owner of Aerbio Group A/S via Sundvænget Invest, per the Danish business registry. Director of Aerbio Group from 1 May 2024 until 15 August 2024 — when Topholm replaced him in the chair. Sources: ownr.dk public profile · Paqle profile.

There is a fourth player — Søren Bendixen, a private investor in Shape Robotics and in Aerbio (via Fredericiagade Holding ApS). To avoid confusion: this is not the Søren Bendixen who works as DR’s Africa correspondent. Different person, same name.

📊 What the verified record actually says about the architecture

I want to lay out the dates that are confirmed by primary sources — Cision filings, Danish business registry (CVR / Lasso / ownr.dk), Aerbio’s own press materials, regulatory decisions. No speculation. Pure chronology.

✓ November 2022: Voss / Fundamental Invest publicly announces a DKK 26 million+ investment in Shape Robotics. Combined private + foundation holdings approach and exceed 20% of the company in subsequent placements. Source: Cision, 22 November 2022.

✓ December 2022: Lars Topholm purchases 3,500 Shape Robotics shares personally. He does not disclose this shareholding when he later distributes investment commentary on the company. Source: Cision Announcement 10-26, 7 April 2026.

✓ 5 March 2024: Topholm circulates the “back of the envelope” note inside and outside Carnegie. The note projects three-to-four-times upside on Shape Robotics based on the company’s own published financial targets.

✓ 11 March 2024: Shape Robotics announces a directed share placement at DKK 35.00 per share, raising DKK 35.4 million. The placement is oversubscribed. Topholm, Bundgaard, Bendixen, and Sundvænget Invest are among the participating investors.

✓ 18 March 2024: Shape Robotics reaches DKK 52.00 — its all-time high. Seven trading days after the placement. +48.6% from the placement price. TradingView OMXCOP:SHAPE confirms.

✓ 24 April – 4 June 2024: The same network — Topholm personally, Bundgaard, Bendixen, Sundvænget Invest — coordinately sells approximately 532,000 shares at DKK 42–45 per share. Approximately DKK 21 million extracted in cumulative profits. The detailed transaction analysis is in The Myth of Danish Purity.

✓ 1 May 2024: “DBB BidCo ApS” is incorporated — Bundgaard’s vehicle, with Kaspar Kristiansen and the Deep Branch Biotechnology core team. The vehicle executes a management buyout of Deep Branch Biotechnology Ltd (UK). Sources: ownr.dk, Lasso CVR records.

✓ August 2024: DBB BidCo is rebranded as Aerbio. Public launch announced 28 August 2024. Pilot facility goes live at Brightlands Chemelot Campus (NL). Source: Food Navigator, 28 August 2024.

✓ 15 August 2024: Lars Topholm formally registered as Chairman of Aerbio Group ApS in the Danish business registry. Bundgaard ceases as director the same day. Source: Lasso CVR record.

✓ September 2024: Aerbio Series A overview deck dated 25 September 2024 targets EUR 50 million by Q4 2024.

✓ 2024–2025: Aerbio raises an oversubscribed multi-million-euro bridge loan, with Chr. Olesen Group (Mads C. Olesen) joining as a new investor. Topholm and Olesen quoted in Aerbio’s own press release. Source: aer.bio/press-release.

✓ October 2025: Aerbio resumes the EUR 50 million Series A round formally. Source: Mainsights, 7 October 2025.

✓ 24 December 2025: Voss / Fundamental Fondsmæglerselskab discloses joint reduction of holdings in Shape Robotics to below 5%. Note the date — twenty months after the Topholm/Bundgaard/Bendixen network exited at peak prices. Voss did not exit at peak. Voss exited late, after the Finans.dk press campaign and after Shape’s price collapse was already substantially complete. Source: TradeDesk / Cision flagging notice.

✓ 7 April 2026: Finanstilsynet issues a formal reprimand against Lars Topholm for breach of MAR Article 20(1) — for distributing an investment recommendation while holding shares without disclosing the shareholding. Source: Cision Announcement 10-26.

That is the verified chronology. Each line above has a primary source. No allegations. No inference. Pure record.

🏢 The architectural overlap — Aerbio, capitalized in the same window

Here is what jumps out when you align those dates side by side.

SHAPE ROBOTICS              AERBIO

Mar 5  2024  Topholm "back of envelope"
Mar 11 2024  Shape placement @ DKK 35
             (Topholm, Bundgaard, Bendixen,
              Sundvænget participate)
Mar 18 2024  Shape ATH DKK 52.00
Apr 24 2024  Coordinated sales begin
May  1 2024                            ← DBB BidCo incorporated
             Coordinated sales continue   (Bundgaard's vehicle)
             ~DKK 21M extracted
Jun  4 2024  Coordinated sales end
Aug 15 2024                            ← Topholm registered as
                                         Aerbio Chairman
Aug 28 2024                            ← Aerbio launches publicly
Sep 25 2024                            ← Aerbio Series A deck
                                         targets EUR 50M
2024-25                                ← Aerbio bridge raised
                                         (oversubscribed; Chr. Olesen)
Oct  7 2025                            ← Aerbio EUR 50M Series A
                                         formally resumes

This is the structural overlap. Investors who participated in the Shape Robotics directed placement at DKK 35 in March 2024 — and who exited the position at DKK 42–45 between April and June 2024 — were the same investors capitalising the Deep Branch / Aerbio buyout in the same window.

The Shape Robotics share liquidity, in other words, did not just transfer wealth from retail buyers to private investors. It did so in the precise window when those private investors were funding a private biotech buyout where the same Carnegie analyst would shortly become Chairman.

That overlap is not personal interpretation. The dates are in the Danish business registry. The shareholding records are in Aerbio’s own filings. The architecture is publicly auditable.

📑 The Finanstilsynet finding — 7 April 2026

Everything I describe above is structural. The regulatory anchor is specific.

On 7 April 2026, Cision Announcement 10-26 confirmed that Finanstilsynet had issued a formal reprimand against Lars Topholm for breach of MAR Article 20(1).

The Authority’s published findings are direct:

✓ Lars Topholm prepared and distributed an investment recommendation in March 2024 ✓ The recommendation contained calculations of theoretical price upside (”three-four times higher”) ✓ At the time, Topholm personally held 3,500 Shape Robotics shares, purchased in December 2022 ✓ Topholm did not disclose his shareholding when distributing the recommendation ✓ The “back of the envelope” framing is legally irrelevant ✓ The absence of a measurable price effect is legally irrelevant

The format he used to claim it was “informal” does not save the recommendation from being subject to MAR Article 20. The bank that employed him was Carnegie. The publicly listed company on which he was opining was Shape Robotics.

The Company has filed a D&O claim with Topdanmark and is initiating recovery proceedings against Carnegie Investment Bank and Topholm following the EGM on 14 April 2026. The path from the regulatory finding to the recovery action is structurally complete.

The 7 April 2026 reprimand is the foundation on which everything else in this story is now built. The pump was not a theory. The undisclosed shareholding was not a theory. They are now regulatory facts on the public record.

⚖️ Voss is not part of the network — and this matters

Some readers have asked me directly: “Was Michael Voss part of the pump-and-dump network?”

The answer requires precision. Voss was Shape Robotics’ largest institutional shareholder. He invested through Fundamental from late 2022. He participated in subsequent placements as a long-only conviction position. He did not exit at peak in April–June 2024 with the Topholm/Bundgaard/Bendixen network. He did not exit at all until 24 December 2025 — twenty months later, when Fundamental flagged below 5% after the Finans.dk press campaign and the price collapse were already substantially complete.

Voss was, on the chronology, more plausibly a victim of the pump-and-dump than a beneficiary — someone whose long-only position was depleted by a market manipulation he had no part in. The Finanstilsynet reprimand of 7 April 2026 names Topholm. It does not name Voss. The 532,000-share coordinated exit window — April to June 2024 — does not include him.

If at some point I have suggested otherwise on a livestream — and there are passages in the unedited transcripts where I have speculated about personal histories I cannot verify from the public record — I want to be careful about what I say in the published, structured record. The verified record places Voss outside the perimeter of the regulatory finding. That distinction matters, both for accuracy and for what the recovery action looks like from here.

🤝 Where I cannot go further — the limits of what I can say

I want to draw a line here that I think the case requires now.

There are personal histories among these men — long-running professional relationships in a small Danish finance market where many of the senior figures have known each other for decades — that I have heard about over the past two years from various participants. I cannot publicly verify those relationships from open sources, and I will not turn private testimony into published claims of fact in this dispatch.

What I can say from the public record:

✓ The MAR Article 20(1) violation by Topholm is a regulatory fact as of 7 April 2026 ✓ The Aerbio capital raise overlapped with the Shape pump-and-dump window — structural fact documented in CVR, Aerbio’s own filings, and food-industry trade press ✓ Bundgaard’s 33.08% beneficial ownership of Aerbio Group via Sundvænget Invest is registry fact ✓ Topholm’s August 2024 chairmanship of Aerbio is registry fact

What I cannot say from the public record alone — and therefore will not say here as established fact:

✕ That any specific personal grievance motivated the scheme between specific individuals ✕ That Voss was the “designated victim” — chronologically he was hurt by it, but motive cannot be inferred from harm alone ✕ That any specific past employment relationship existed between Voss and the Topholm/Bundgaard/Bendixen network beyond the publicly documented Danish finance market

I will leave those points where they belong — in the regulatory and civil proceedings that will examine evidence under proper standards, not in a Substack dispatch from a private citizen.

That is not weakness. That is what discipline looks like at Day 59.

🎯 Why retail investors are systemically defenseless

When a directed placement is done at DKK 35 in March 2024, and the share price reaches DKK 52 within seven trading days, retail investors see only the price action. They see the rally and they assume something has fundamentally changed about the company. They buy into the rally. They become the exit liquidity for the placement participants.

The information asymmetry is total. The mechanism is invisible. The consequence is direct.

🎯 This is why disclosure laws exist. MAR Article 20 exists precisely because financial professionals have access to information and analytical tools that retail investors don’t have. When those professionals fail to disclose their own positions while distributing investment recommendations, the entire information architecture of the public markets collapses for retail.

The 7 April 2026 reprimand is Finanstilsynet saying: yes, that collapse happened, and yes, this is the actor responsible.

That is what happened to Shape Robotics. And to approximately 4,700 retail shareholders in 17 countries. And to Michael Voss / Fundamental Invest, whose long-only conviction position was depleted by the same scheme that was extracting from retail.

📈 What’s coming in Parts 3 and 4

Part 3 — tomorrow: The Cover-up. How Finans.dk responded to my Substack investigation. The leaked sealed Romanian documents, the character-assassination playbook, the auditor resignation timed to the same day as the Finans.dk fraud article on 18 December 2025. The “Pandora pump-and-dump 2018” precedent involving the same analyst at Carnegie.

Part 4 — day after: The Connection. How the pump-and-dump of March-April 2024 directly caused the bankruptcy of January 2026. The DKK 205 million in shareholder value destroyed. The 97% drawdown from peak. The death spiral that follows when the share currency of a small-cap is destroyed. Why EIFO withdrew. Why Treyd filed bankruptcy. Why everything that has happened since 6 January 2026 traces back to the email of 5 March 2024.

After Part 4, on 11 May, we go to court. Mazanti-Andersen is proposed as reconstructor. The reconstruction begins. The post-bankruptcy prospectus follows. The recovery action against Carnegie and Topholm proceeds.

This is no longer about whether something happened. The regulator has confirmed it. This is about how recovery is structured. That is what 11 May is about.

🔚 Closing — apologies and acknowledgements

I want to close on three apologies.

To Michael Voss — and to Fundamental’s investors: I have on occasion conflated the timeline of your exit with the network that the Finanstilsynet reprimand actually concerns. The verified record is clear: Voss / Fundamental was Shape Robotics’ largest institutional shareholder for three years and held the position through the pump, the dump, and most of the subsequent collapse. The 24 December 2025 flagging notice is two paragraphs in a Cision archive, but it is a structurally important fact. Voss did not exit with the network. He was hurt by the network. I should have been clearer about this earlier.

To my retail shareholders: I should have escalated harder in 2024. I deferred to a board process that was reluctant to confront a Carnegie analyst publicly. The disclosure was delayed by a full year. That delay cost you. I am sorry.

To Jeppe Frantzen: Reasonable people can disagree about whether a small-cap board should have escalated in 2024 versus 2025. I disagreed with you then. Looking back, the cost-benefit of public escalation is harder to assess than I made it sound at the time. The board members who came under collateral pressure in 2025 were real people with real careers. I can hold both: that you were probably wrong about the timing, and that the decision was harder than my retrospective certainty suggests.

The reconstruction on 11 May is the procedural step that allows everything else to follow. The recovery action against Carnegie and Topholm proceeds. The schools’ subscriptions are honoured. The platform is preserved.

11 May. 09:30. Sø- og Handelsretten. Independent reconstructor. Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 8 May 2026 · Day 59

Lead complainant on the shareholders’ petition: Jørgen Andreas Berg · joergen.andreas.berg@gmail.com

🔐 Vault access: wildceo.live/vault — subscribe at substack.wildceo.live and use the same email to log in.

📄 Public record: Cision Announcement 10-26 — Finanstilsynet Reprimand against Lars Topholm (7 April 2026)

📄 Aerbio Group beneficial-ownership records: Lasso CVR record on Topholm chairmanship · ownr.dk profile on Bundgaard

📄 Fundamental Invest (Voss): About page on fundamental.dk · Citywire AAA-rated showcase

📊 Day 58 Datawrapper Chart 1 — The Pump (Feb-Apr 2024) · Day 58 Datawrapper Chart 2 — The Pump & Dump Full Trajectory

📚 Part 3 of this series — “The Cover-up” — drops tomorrow, Friday 9 May 2026.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #PumpAndDump #LarsTopholm #Carnegie #DNBCarnegie #MichaelVoss #FundamentalInvest #FundamentalFondsmaegler #MartinBundgaard #SundvængetInvest #SørenBendixen #FredericiagadeHolding #Aerbio #DeepBranch #ChrOlesenGroup #MAR #MARArticle20 #Finanstilsynet #DFSA #DanishFSA #BackOfTheEnvelope #InsiderTrading #MarketManipulation #Reconstruction #MazantiAndersen #Independence #JørgenAndreasBerg #SøOgHandelsretten #ØstreLandsret #FinansDK #PartTwo #WildCEO #GameOver #Day59 #TheRealReason

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Previous episodes: Day 57: The Paywall Question · Day 56: The Board Folder · Day 55: Friday Q&A — Jørgen and the Documents · Day 54: How the Note Became Liquid

Fifty-eight days into a war I didn’t start. Six days until the court hearing on 11 May at 09:30 at Sø- og Handelsretten.

I want to do something different this week.

For 58 days I have written about Teis Gullitz-Wormslev. About the unlawful bankruptcy of 6 January 2026. About the trustee period. About the reconstruction on 11 May. All of it true. All of it documented.

But last week a friend asked me a question that stopped me in my tracks. He said: “Mark, I follow your dispatches. I understand the bankruptcy was unlawful. I understand the reconstruction. But what actually happened before all of that? What was the pump and dump everyone keeps mentioning?”

He was right to ask. Most people on the Nordnet thread do not actually know what happened in March 2024. They know the share price fell. They know there was something with Carnegie. They know the name Lars Topholm gets thrown around. But the actual mechanics — who did what, when, with what tool, for whose benefit — have never been laid out cleanly in one place.

So today and over the next few days, four episodes back to back. Part 1: the Pump. Part 2: the Dump (the people who profited). Part 3: the cover-up by Finans.dk. Part 4: how it connects directly to the bankruptcy of January 2026.

This is Part 1.

🎯 What is a pump and dump — in plain English

A pump and dump is a market manipulation scheme with two phases. The name describes the action.

Phase 1 — The Pump. A party with influence over price-sensitive information artificially inflates the share price. Could be through a positive analyst report. Could be through rumors. Could be through coordinated buying. The point is: the price goes up not because the company has fundamentally changed, but because someone is engineering the perception that something good is about to happen.

Phase 2 — The Dump. Once the price has been inflated, the same party — or coordinated parties — sell their position at the elevated price. Retail investors who bought during the pump are left holding the bag when the price collapses afterwards.

The distinguishing feature of a real pump and dump is information asymmetry. The party doing the pumping has information that the buying retail investors don’t have — usually that the same party is about to sell. It’s not a prediction. It’s a script.

This is what happened to Shape Robotics in March-April 2024. And the man at the center of it was Carnegie’s most senior equity analyst.

🏛️ The 2023 backdrop — uplisting to Main Market

Some context first. In late 2023 Shape Robotics did an uplisting from First North to the Main Market of Nasdaq Copenhagen. In hindsight, I think this was a strategic mistake by the management at the time — but that’s a separate conversation we will have in a future one-to-many session.

Two important consequences of the uplisting:

✓ EIFO support became contested. The Danish state’s export and investment fund had supported Shape Robotics on First North. The bureaucratic interpretation that emerged after the uplisting was that EIFO shouldn’t continue supporting Nasdaq-listed companies. That set the stage for EIFO’s eventual withdrawal in June 2024.

✓ The uplisting was technical — not an IPO. We made a prospectus. We moved up to the Main Market. But we did not issue new shares to the public at the uplisting. The board had authorization to issue shares, but didn’t use it at uplisting. With the benefit of retrospect, that authorization should probably have been used. We will come back to this.

By early 2024 Shape Robotics was on the Main Market, with an ambitious budget for FY 2024, a strong PNRR pipeline in Romania, the Polish Bechtle contract well underway, and a fresh acquisition (Scriware) being integrated.

In March 2024, Shape Robotics did execute a directed share issue — raising approximately DKK 35 million at DKK 35 per share. This is the share placement that becomes critical to the pump-and-dump story.

📄 The “Back of the Envelope” — 5 March 2024

On 5 March 2024, twenty days before he ever contacted me, Lars Topholm — Managing Director and Head of Research at Carnegie Investment Bank — circulated a document internally and to selected market participants.

The document is titled, in his own words, a “back of the envelope” analysis of Shape Robotics. The phrasing is deliberate. “Back of the envelope” in financial industry English means a quick rough calculation, not a formal research note. By labeling it that way, Topholm was claiming the document was casual — too informal to require the disclosure obligations that apply to formal Carnegie research.

Here is the relevant opening paragraph, verbatim:

“I have done a back of the envelope on Shape Robotics, a Danish microcap with market cap at DKK 500 million. Given the company has just announced a very ambitious growth plan targeting at least DKK 1 billion in revenue by 2027 with a 12-15% EBITDA margin, which itself was a double from 2022, it might not be a microcap for much longer. So for 2024, it has guided revenue of at least DKK 300 million — at least 75% growth.”

So far this reads like context. But then comes the modeling. Topholm includes graphs labeled as “Carnegie Research / Company data”:

• Revenue Development 2017–2027 — projecting growth trajectory through 2027

• Guidance vs. Actual — showing Shape’s track record of beating prior guidance

• Share Price @ 12% EBITDA — a price target table at one EBITDA assumption

• Share Price @ 15% EBITDA — a price target table at a higher EBITDA assumption

• Main Figures 2022–2027e — full P&L projection

• Trade Receivables vs Revenue — working capital trajectory

These are not back-of-the-envelope graphs. These are full-fledged Carnegie research outputs, generated using Carnegie’s proprietary research tools — algorithms and models the bank has built over years for serving its institutional clients. A casual analyst writing on the back of an envelope does not have access to those tools. The Head of Research at Carnegie does.

Below are the actual graphs from Topholm’s document, reconstructed in Datawrapper:

📊 Revenue Development 2017–2027

📊 Guidance vs Actual

📊 Share Price @ 12% EBITDA

📊 Share Price @ 15% EBITDA

📊 Main Figures 2022–2027

📊 Trade Receivables vs Revenue

These are the fundamental analysis tables Topholm used to justify the 3-4x upside projection. Below — in two new charts — is what actually happened to the share price during and after the distribution of his “back of the envelope” to selected market participants.

The fundamental tables make a case. Project Shape’s stated 2027 ambition (DKK 1 billion revenue, 12-15% EBITDA margin) into a share price using standard EBITDA multiples, and you get a theoretical share price three to four times higher than the market price at the time.

The document closes with this line — verbatim:

“This isn’t an official research, just the back of the envelope. So risks to the numbers stated above may be significant. However, given the share price today that stands at DKK 36, I thought it was relevant to share because if these calculations make sense, Shape Robotics could become much less of a microcap in future.”

⚡ Why this is investment advice — not “back of the envelope”

The document does three things that, together, transform it from informal commentary into regulated investment advice under EU Market Abuse Regulation:

❶ It uses Carnegie research tools and graphs clearly labeled as such — establishing institutional authority.

❷ It includes price target tables at specific EBITDA assumptions — the structural form of an investment recommendation.

❸ It is distributed to investors who are then expected to act on it — including, as we now know, parties with whom Topholm had pre-existing financial relationships.

Under MAR Article 20 (and the underlying Regulation (EU) 596/2014), an investment recommendation that uses an institution’s analytical resources triggers disclosure obligations — including the obligation to disclose any personal interest the analyst holds in the security being analyzed.

Lars Topholm at the time he circulated this document held shares in Shape Robotics personally. He did not disclose this. The Danish FSA later confirmed this was a violation of MAR Article 20.

That confirmation — by Finanstilsynet, on the public record — is the foundation on which everything else in this story rests. The pump was not a theory. It was a regulated finding.

📞 The first call — 25 March 2024

Twenty days after Topholm circulated his “back of the envelope” — on 25 March 2024 — he contacted me directly for the first time.

The message, verbatim from my inbox:

“Nice to connect. I’m a shareholder too. Can we do an introductory call at your convenience? No rush. — Lars Topholm”

I had no idea who he was. I was preparing to take over as CEO from André Fehrn, who had decided to step down. As part of the natural handover I was reviewing emails and noticing senior contacts the company had developed. Topholm popped up.

We had a one-on-one call on 26 March 2024. He presented himself as Carnegie’s Head of Research — Denmark’s most prestigious equity analyst, with a long track record at the largest investment bank in the Nordics. He said he had been a shareholder of Shape Robotics for a while. He wanted to discuss the company’s strategy and prospects.

The conversation was civilized. I treated him as a senior market professional doing routine analyst due diligence. I did not know that twenty days earlier he had already circulated his “back of the envelope” projecting 3-4x upside, while holding shares. I would only learn about that document much later — in late June 2024, from the chairman Jeppe Frantzen, after the damage was done.

That asymmetry of information — me not knowing what he had been doing externally with material projections about my company — is the structural defect of the entire scheme. The CEO of the company that is being analyzed was the only person in the room who didn’t know that an analyst report had been circulated.

📈 What happened to the price — verified data

Here are the public, verifiable data points. All numbers can be cross-checked on TradingView (OMXCOP:SHAPE) and Cision company announcements.

✓ Pre-pump baseline (early February 2024): ~DKK 33 per share. Stable trading band.

✓ 5 March 2024: Topholm circulates “back of the envelope” internally. Price ~DKK 35.5.

✓ 11 March 2024 (Cision Announcement 9-24): Private placement initiated at DKK 35 per share. Subscription indications received for DKK 40+ million against DKK 35.4 million target — placement oversubscribed. Total: 1,011,653 new shares issued at DKK 35 = DKK 35,407,750 gross proceeds.

✓ 18 March 2024 — PEAK: DKK 52.00 per share. This is the all-time high of SHAPE on OMXCOP, confirmed publicly on TradingView. Seven trading days after placement. +48.6% from placement price.

✓ 22 March 2024: New placement shares admitted to trading. Total shares outstanding: 15,066,170.

✓ 25-26 March 2024: Lars Topholm contacts me directly for the first time. By this date, the pump has already happened.

✓ 24 April – 4 June 2024: Coordinated sale of approximately 532,000 shares by Topholm/Bundgaard/Bendixen network. Price drops from low-40s to low-20s range over 6 weeks.

📊 Chart 1 — The Pump (Feb-Apr 2024) — interactive Datawrapper

A 48.6% repricing in seven trading days, with no material new disclosure from the company between 11-18 March other than the placement itself (which completed at DKK 35, not DKK 52). The company itself did not communicate any guidance upgrade, any new contract, any acquisition, any operational news that would justify a 48.6% repricing.

What changed between 5 March and 18 March 2024 was not the company’s fundamentals. What changed was the information that selected investors had received from Topholm’s “back of the envelope,” via Carnegie’s distribution channels — including the projection that DKK 52 might just be the start, with 3-4x upside still to come.

That is the textbook structure of a pump.

📉 Where it ended — the 21-month drawdown

📊 Chart 2 — The Pump & Dump (Feb 2024 → Jan 2026) — interactive Datawrapper

The peak of DKK 52.00 on 18 March 2024 was the last time Shape Robotics shares traded above the placement price.

✓ End of June 2024: ~DKK 18 (after coordinated sales conclude)

✓ End of 2024: ~DKK 22-23 (brief recovery)

✓ September 2025: ~DKK 6

✓ 23 December 2025 — ATL: DKK 1.58. All-time low confirmed on TradingView.

✓ 6 January 2026: Last trading day at DKK 5.03, then suspended indefinitely following the unlawful bankruptcy decree.

🔑 Drawdown from peak: 96.96% in 21 months.

An ATH of DKK 52.00 → ATL of DKK 1.58 = -97% drawdown.

Retail investors who bought into the placement at DKK 35 — relying on the same “back of the envelope” projecting 3-4x upside — saw their position cut by 95.5% before trading was suspended.

🕴️ The connections — Aerbio, Bundgaard, Bendixen

Here is the part that turns this from a regulatory infraction into a coordinated scheme.

Lars Topholm is the Chairman of Aerbio, a Danish biotech company in the carbon-offset space. Aerbio raised capital from a small circle of investors. Two of the most prominent investors in Aerbio are:

✓ Martin Bundgaard — Danish private investor, owner of holding companies that participate in placements like the March 2024 Shape Robotics directed issue.

✓ Søren Bendixen — Danish private investor, similarly active in directed placements via personal investment vehicles.

Both Bundgaard and Bendixen — through their direct holdings and via vehicles like Sundvænget — participated in the March 2024 Shape Robotics share issue at DKK 35 per share. Together with associated parties, the network acquired approximately EUR 3.5 million worth of shares in the placement.

Then, between 24 April and 4 June 2024, the same network — Topholm, Bundgaard, Bendixen, and Sundvænget — coordinated the sale of approximately 532,000 shares at peak prices, extracting approximately DKK 21 million in cumulative profits.

Average gains: 50-85% per investor on the Shape Robotics position, in roughly 60 days.

🔑 The structural pattern:

The Chairman of Aerbio (Topholm) circulates a “back of the envelope” projecting 3-4x upside on Shape Robotics, while holding shares.

Two major Aerbio investors (Bundgaard, Bendixen) buy into the Shape Robotics directed issue at DKK 35.

The price pumps to DKK 55-56 over six weeks.

The same network coordinately sells at the peak, extracting DKK 21 million from retail buyers who bought into the rally.

This is not a coincidence. This is the script.

📰 The character assassination — and the Bundgaard family

The final piece of this Part 1 is something most readers will find surprising. Once I started publishing the pump-and-dump investigation on Substack in late 2025, a coordinated media counter-strike began against me personally — not against any of the actors in the pump-and-dump.

The lead organ in that counter-strike is Finans.dk, where the financial journalism on Shape Robotics has been particularly aggressive — including the December 2025 fraud allegation that triggered the auditor Beierholm’s resignation on the same day.

The senior editor at Finans handling the financial coverage is Morten Bundgaard.

Martin Bundgaard — the investor who profited approximately 85% from the Shape Robotics pump — is Morten Bundgaard’s relative.

The character-assassination campaign in Finans, which surfaced sealed court documents from a 2017 Romanian whistleblower case completely unrelated to Shape Robotics, only makes sense in this light. Someone with a vested interest in burying the pump-and-dump story had access to the Danish business press and used it.

This will be the focus of Part 3 of this series. For Part 1, just register the pattern: the people who profited from the pump are connected, by family, to the people now running the editorial counter-strike.

🎯 What’s coming in Parts 2, 3, 4

Part 2 — Tomorrow: The Dump. Who exactly sold what, when, at what price. The 532,000 shares between 24 April and 4 June 2024. The coordinated exit. Sundvænget’s 94,927-share dump on a single day. Topholm’s personal sale on the same day his network’s vehicle dumped. The DKK 21 million extracted from retail.

Part 3 — Day after: The Cover-up. How Finans.dk responded to my Substack investigation. The leaked sealed Romanian documents (publication date timed exactly one day before my scheduled trustee testimony). The character assassination playbook. The “Pandora pump-and-dump 2018” precedent involving the same Topholm.

Part 4 — Day after that: The Connection. How the pump-and-dump of March-April 2024 directly caused the bankruptcy of January 2026. The DKK 205 million in shareholder value destroyed. The 79% share price collapse from peak. The death spiral that follows when the share currency of a small-cap is destroyed. Why EIFO withdrew. Why Treyd filed bankruptcy. Why everything that has happened since 6 January 2026 traces back to one document on 5 March 2024.

That is the arc. Four episodes. Four disclosures. Four pieces of evidence already on the public record.

🔚 Closing

What happened to Shape Robotics in March-April 2024 was not bad luck. It was not market volatility. It was not even ordinary insider trading.

It was a pump and dump engineered by Denmark’s most prestigious equity analyst, using his bank’s proprietary research tools, distributed to a coordinated network of investors who bought into the directed share issue and sold into the rally — extracting approximately DKK 21 million from retail investors in roughly 60 days.

Finanstilsynet has confirmed the regulatory violation. The DFSA’s finding is on the public record.

Everything that has happened to Shape Robotics since — the auditor resignation, the EIFO withdrawal, the Treyd bankruptcy petition, the unlawful bankruptcy decree of 6 January 2026, the trustee period, the tvangsopløsning, the current liquidator’s hostile actions — all of it traces back to the share-currency destruction caused by the pump and dump of 2024.

Reconstruction on 11 May is not just about saving Shape Robotics. It is about establishing publicly that retail investors on Nasdaq Nordic cannot be treated this way without consequence. That a coordinated extraction scheme run by a Carnegie analyst against a Danish microcap will be exposed, prosecuted, and the proceeds recovered.

Theft in broad daylight by smart people in Patagonia vests, who believe they can extract from retail and disappear into respectability.

Not this time.

We did not start this fight. We are going to finish it.

Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 5 May 2026 · Day 58

Lead complainant on the shareholders’ petition: Jørgen Andreas Berg · joergen.andreas.berg@gmail.com

🔐 Vault access: wildceo.live/vault — subscribe at substack.wildceo.live and use the same email to log in.

🤖 Wild CEO AI agent — trained on the full case archive — at wildceo.live.

📊 The Datawrapper graphs reconstruct the analytical content of the 5 March 2024 “back of the envelope” document. The original document is part of the Finanstilsynet case file and has been confirmed by the DFSA as constituting investment advice subject to MAR Article 20 disclosure obligations.

📚 Part 2 of this series — “The Dump” — drops tomorrow.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #PumpAndDump #LarsTopholm #Carnegie #CarnegieResearch #MAR #MARArticle20 #Finanstilsynet #DFSA #Aerbio #MartinBundgaard #SørenBendixen #Sundvænget #BackOfTheEnvelope #ShareholderPetition #Reconstruction #MazantiAndersen #Independence #JørgenAndreasBerg #SøOgHandelsretten #ØstreLandsret #FinansDK #MortenBundgaard #SchoolsFirst #WildCEO #GameOver #Day58 #HowThePumpStarted

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Previous episodes: Day 56: The Board Folder · Day 55: Friday Q&A — Jørgen and the Documents · Day 54: How the Note Became Liquid · Day 53: The Independence Argument

Fifty-seven days into a war I didn’t start. Seven days until the court hearing on 11 May at 09:30 at Sø- og Handelsretten.

Today’s livestream opened with Don’t Stop Believin’ on the speakers. Then Bo joined. Then Peter. Then Karsten. Then Marcel. Then Louise — who as usual asked questions that disappeared up the chat thread before I could read them. Claudio Hulea joined too — I knew Claudio years ago when I did business in Adevăru, and there he was, in the chat.

Then I shared my screen and walked through what I built and shipped yesterday: the Vault at wildceo.live/vault. War Council. 264 documents. AI-indexed. AskYCO assistant. Subscriber-gated.

And then I read the comments from Nordnet — including this one from “Islander”:

“Mark has lost his school when he demands that the company’s owners — shareholders — pay to access information about the company. He has a duty to inform the owners of everything important. The absurdities are in a row here.”

Direct answer below. Plus today’s news from Romania, the upcoming court date, the Morten V. Langer article in FinansWatch, and where the reconstruction stands seven days out from 11 May.

🔐 Yesterday: I shipped the Board Folder

For those who missed yesterday’s launch dispatch — short version, repeated here:

The Vault at wildceo.live/vault is the private, subscriber-only section of the site. Every document I have access to from my time as CEO of Shape Robotics A/S is being indexed and made searchable for paid subscribers.

This is the gate:

You log in with your Substack subscription email. The dashboard inside looks like this:

264 documents, indexed by category, fully AI-summarized, searchable across 4,447 chunks. Mirror of Google Drive. Auto-categorized by Gemini Flash. Plain-English natural-language search through AskYCO.

📚 What is actually in there

Six categories. Each searchable. Each citable back to source PDFs with page numbers.

✓ Board Minutes — 97 documents, 866 chunks. Every board meeting from the company. Including Board Meeting #66 (1 September 2025) which discussed the financial difficulties that preceded the unlawful bankruptcy decree.

✓ Weekly Updates — 64 documents, 1,270 chunks. The weekly reports I sent to the board — KPIs as I actually saw them, not as PR communicated them.

✓ Budgets — 50 documents, 530 chunks. Quarter-by-quarter cash flow statements. Forecast vs actual. Downloadable as XLSX. Today on stream I scrolled through a few of them live so people could see the granularity.

✓ Contracts — 28 documents, 418 chunks. Customer contracts, supplier agreements, financing arrangements.

✓ Legal Filings — 22 documents, 1,309 chunks. The full legal dossier — Østre Landsret appeal, Finans.dk litigation, Finanstilsynet correspondence, criminal complaint to Københavns Politi.

✓ Subsidiaries — 3 documents, 54 chunks. Subsidiary corporate structure documents.

Here is one example of an AI-generated summary inside the Vault:

That is a Gemini-generated brief from one document. There are 264 of these. All cross-referenced. All searchable.

⚙️ What I fixed this weekend

The pipeline wasn’t always working. Saturday morning the indexing was silently broken — 286 documents stuck on pending, the PDF parser crashing on real files, AskYCO returning zero. Here is the before/after:

Now it works. 264 of 298 documents are indexed (89%). The remaining 34 are physically corrupted Excel→PDF exports that need manual re-export. Working through them this week.

❶ Q: “Why behind a paywall? You have a duty to inform shareholders.”

This came up on the Nordnet thread today. The exact quote I read on stream was: “Mark has lost his school when he demands that the company’s owners shareholders pay to access information about the company. He has a duty to inform the owners of everything important.”

The argument has emotional appeal but does not survive contact with the facts. Four direct answers.

🎯 First — there is no statutory duty to publish private working files.

I was unlawfully removed as CEO by the bankruptcy decree of 6 January 2026. Since then, I am a private citizen who happens to hold copies of documents from his former employer. Statutory disclosure obligations under MAR Article 17 fall on the issuer, currently represented by the liquidator. They do not fall on me as a private citizen sharing private working files with subscribers.

The disclosure deficit, by the way, is real — it just sits with the other side. The liquidator has issued zero MAR-meddelelser in the period 17 April 2026 to today. That is the actual transparency problem in this case. Not me sharing a private archive behind a subscriber gate.

🎯 Second — the paywall is operational protection, not gatekeeping.

If I publish 264 documents openly on the public web, the next thing that happens is selective extraction by hostile commenters, weaponized framing, and fragments lifted out of context to fuel a new round of Børsen articles. Behind the gate, who reads what is identifiable. The subscriber list is auditable. Documents are screen-capture-protected at the rendering layer.

Anyone genuinely interested in the case can subscribe. Trolls can also subscribe — but they pay. That payment creates accountability and limits the damage they can do with selective leaks. Skin in the game.

🎯 Third — every other media outlet on this case is paywalled.

Børsen — paywalled. Finans.dk — paywalled. FinansWatch (where Morten V. Langer wrote about us today) — paywalled. They all charge for their coverage of Shape Robotics. Some of them charge DKK 1,500 a year or more.

The difference is that they tell you a curated story. I give you the source documents and let you reach your own conclusions. If the principle is that information about Shape Robotics should be freely available, that principle has to apply to all sides. It currently does not.

🎯 Fourth — I have personally invested over EUR 250,000 to keep this company alive.

The subscriptions go directly into the reconstruction effort. Legal counsel. Court filings. Hosting infrastructure. Operating costs of running this campaign full-time for what is now into the third month. I am not getting rich from Substack subscriptions. I am paying out of pocket and trying to recover some of it from those who genuinely want to support reconstruction.

The Vault subscription is voluntary. It is not a duty. It is an invitation: if you want to read the receipts behind the headlines, this is where they are. Børsen reports headlines. Subscribers read the receipts.

❷ Q: “But why screen-share protection? Isn’t that excessive?”

Yes — and intentional. Two reasons.

✓ Litigation strategy. The court hearing is on 11 May. Selective leaking of documents to outlets that have already shown coverage bias could prejudice the proceeding. The screen-share protection prevents accidental or malicious leaks during the most sensitive procedural window.

✓ Document provenance. If a document leaves the Vault and ends up in a Børsen article, I want to know which subscriber leaked it. The protection means any document that does leak has a paper trail.

This is not paranoia. This is operational reality after fifty-seven days of facing a well-funded media counter-narrative.

📰 Today: Morten V. Langer in FinansWatch

Today FinansWatch published a piece by Morten V. Langer about the Shape Robotics situation. The title (translated): “Lawyer takes most of the roles in this distinctive software case — and he’s allowed to.”

I won’t reproduce the article here — FinansWatch is paywalled, fair use applies — but the substantive content is:

✓ Shape Robotics is heading for tvangsopløsning according to the Danish Business Authority register ✓ The company has had no auditor since Beierholm’s resignation in December 2025 ✓ The recent EGM did not elect a new auditor ✓ According to the company’s stock exchange notice, the company is unable to elect an auditor at the EGM because it does not have access to its accounting documents — which are held by the liquidator Teis ✓ The company is therefore requesting that the Danish Business Authority appoint a temporary chartered accountant

The piece is quoting from the company’s own press release, not adding analysis. It correctly notes that the liquidator holds the accounting documents and that we cannot elect an auditor without them. That is exactly what the company filed publicly. The structural problem is that the same person who has the documents is the same person who refuses to release them.

This is the Catch-22 the liquidator has constructed:

• He withholds the accounting records

• The company cannot elect a new auditor without them

• No auditor means no annual report

• No annual report means continued tvangsopløsning grounds

• Continued tvangsopløsning means he stays in office

Reconstruction breaks the loop. An independent reconstructor takes over, the documents are released to the company, an auditor is elected, the annual report is filed, and the tvangsopløsning grounds disappear. That is what 11 May is about.

🇷🇴 Today’s Romania update — bailiff court for the promissory note

In parallel with everything else, today I went to the bailiff court in Romania to obtain a court order for the promissory note. Separate procedural track that strengthens the claim ahead of the 11 May hearing in Copenhagen.

🎯 Why the Romanian bailiff matters:

The Pasat aval is governed by Romanian cambial law (Geneva Convention 1930, transposed via Legea 58/1934). A formal Romanian bailiff order will confirm — under the jurisdiction with substantive authority — that the promissory note is enforceable. That order then carries automatic recognition implications under Brussels I bis Regulation when raised in Danish proceedings.

I am not previewing my full procedural strategy. I have a clear view of what the liquidator will attempt to argue on 11 May, and the Romanian bailiff order is part of the response. You always want the upper hand in court.

The bailiff order will go into the Vault as soon as it is issued. Subscribers see it first.

❸ Q: “What happens with Danske Bank and EIFO if reconstruction succeeds?”

Peter asked this on stream. Direct answer:

🎯 Danske Bank + EIFO have a floating charge of approximately DKK 14 million (~EUR 2 million).

Under the reconstruction plan, that floating charge gets honored in full. The bridge financing facility I described in Day 55 — USD 750K first tranche of a USD 3M total facility, 12% per annum, 18-month tenor — covers the EIFO repayment within the first week of reconstruction commencing.

Personally guaranteed by me. EIFO gets paid. Danske gets paid on their secured position. In full. Public commitment.

🎯 The other ~DKK 525 million in claims gets a 99.99% haircut via tvangsakkord.

Voluntarily accepted by the majority creditor (Mrs. Pasat, DKK 217M) and by Moby Industries (DKK 45M). Together that is 62.2% of the voting creditor mass — sufficient to bind the rest under Danish bankruptcy law. The 99.99% reduction is not a negotiation tactic. It is a public commitment that the goal is operational survival, not money extraction.

🎯 We currently have approximately EUR 16 million in equity lines available.

Equity lines that are blocked by the Nasdaq trading suspension — but unlocked the moment the reconstruction begins and the suspension is lifted. That is the operational liquidity that makes the post-reconstruction company viable from day one.

🎯 Post-reconstruction prospectus.

I believe — though this needs validation with counsel — that we should issue a fresh information prospectus during the reconstruction proceeding. Refresh the public information about the company after fifty-seven days of operational silence imposed by the trustee/liquidator. Give the market a clean baseline to value the recovered Shape Robotics from.

That is the path back to normal trading on Nasdaq Copenhagen: reconstruction → prospectus → equity line drawdowns → operational continuation → schools served → platform alive.

🏛️ The court hearing — Monday 11 May, 09:30, Sø- og Handelsretten — public

Today on stream I asked Bo, Peter, Karsten, Louise and Marcel directly: who is coming to court on 11 May?

🎯 The hearing is fully public. Anyone can attend. Shareholders, creditors, journalists, supporters, neutral observers, friends of shareholders, friends of friends. Public means public.

Sø- og Handelsretten, Maritime and Commercial High Court, Copenhagen. 09:30. Monday 11 May 2026.

Bo will coordinate the in-person presence in Copenhagen. Peter committed to attending. Karsten said he’ll try. Louise — perhaps. If you can be there, be there. Physical presence in court matters more than internet activity.

The reconstruction petition has been filed. The lead complainant on the parallel shareholders’ petition is Jørgen Andreas Berg, who organized the Norwegian collection. Approximately 30 shareholders signed via Nordnet alone over the past week. The supplementary complaint to Finanstilsynet went in on 4 May. The criminal complaint to Københavns Politi went in on 4 May.

Everything we control is in motion. What remains is the court.

📈 Where the podcast stands

Wild CEO — The Journey is now ranked #31 on Substack’s business chart. Up roughly 30 positions per week. Fastest-rising business podcast on the platform.

Not because I am a great host. Because the case is unprecedented.

In 25 years of Nasdaq Copenhagen main-market history, the Maritime and Commercial Court has handled exactly two non-fraud bankruptcies of listed issuers — and both stood. Mine is the third — and it has been annulled, unanimously, by the Eastern High Court.

That is what people are tuning in for. A case nobody thought possible, unfolding in real time, with documents released as they emerge.

❹ The 4,700 shareholder problem

Here is the structural mystery that drove a long discussion on stream today.

Shape Robotics has approximately 4,700 registered shareholders in 17 countries, per the VP register. On the Nordnet thread and in the Substack chat, the active core is maybe 10-15 people. Where are the other 4,685?

Some are dormant retail accounts. Some bought one share to test the market and never engaged. Some inherited shares and don’t know they own them. Some are following silently and waiting.

But most concerningly — most don’t know what is actually happening. They see a Børsen headline that frames the founders as suspicious actors and assume the worst. They never read the detailed case. They never see the documents. They never check whether their interests align with the founders’ or with the liquidator’s.

So today we discussed practical options for outreach. There is a list of shareholders by name and address — but no contact information. No emails. There is also a LinkedIn group I am told exists with about 90 members trying to recover their investments. None of them reach out to me directly.

🎯 If you are a Shape Robotics shareholder reading this — please reach out.

Email: mark.robert.abraham@gmail.com Substack chat: open to all subscribers Discord: link in pinned chat post

The reconstruction needs your support. Not your money. Just your presence — at the court hearing, in the Substack chat, on the petition, in the public conversation.

If the reconstruction succeeds, your shares regain value. If it fails, the bankruptcy estate distributes whatever remains after the liquidator’s fees. The arithmetic is not subtle.

🔚 Closing

The pump-and-dump in November 2024 destroyed the value of the Shape Robotics share currency. That was the founding wound of this entire mess. The bankruptcy that followed in January 2026 was a procedural fraud. The annulment in March 2026 confirmed it.

What I want — what Elena wants, what the team in Romania wants, what the genuine creditors want — is to return Shape Robotics to pre-pump-and-dump status. Recover what was lost. Push the loss back onto Lars Topholm and Carnegie, where it belongs. Operate the company. Serve the schools. Pay the debts. Move on.

Reconstruction is the only path that does this. Bankruptcy under the current liquidator is asset distribution into a fee-extraction structure that benefits the wind-down operators, not the shareholders, not the creditors, not the schools.

11 May. 09:30. Sø- og Handelsretten. Independent reconstructor. Mazanti-Andersen.

That is the choice. Everything else is noise.

We are not rich. We are not victims. We are not crazy. We are wild — and we are coming back to pre-pump status no matter how many lawyers in Copenhagen try to write us out of our own company.

Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 4 May 2026 · Day 57

Lead complainant on the shareholders’ petition: Jørgen Andreas Berg · joergen.andreas.berg@gmail.com

🔐 Vault access: wildceo.live/vault — subscribe at substack.wildceo.live and use the same email to log in.

🤖 Wild CEO AI agent — trained on the full case archive — at wildceo.live.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #Vault #WarCouncil #BoardFolder #Transparency #Reconstruction #MazantiAndersen #PhilipBorreschmidt #Independence #JørgenAndreasBerg #ShareholderPetition #SøOgHandelsretten #ØstreLandsret #KromannReumert #TeisGullitzWormslev #Tvangsopløsning #Likvidator #DanskeBank #EIFO #BridgeFinancing #Beierholm #FinansDK #FinansWatch #MortenVLanger #BørsenArticle #PumpAndDump #LarsTopholm #SchoolsFirst #WildCEO #GameOver #Day57 #ThePaywallQuestion

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👉 Join the War Council — Founding Supporter (888 USD/year)

Nasdaq Copenhagen: SHAPE | CVR: DK38322656 | ISIN: DK0061273125

54 days since the Danish High Court unanimously annulled the bankruptcy of Shape Robotics A/S. 8 days to the reconstruction hearing. Today I am opening something I have been building since January.

🧭 TL;DR

┌─────────────────────────────────────────────────────────────────┐
│                         🧭  TL;DR                               │
├─────────────────────────────────────────────────────────────────┤
│                                                                 │
│  What opens today    War Council — the Board Folder             │
│                      Every board minute 2024–2026               │
│                      Every material contract                    │
│                      Every subsidiary report                    │
│                      Phase Education A/S reconstruction docs    │
│                      Legal filings as they happen               │
│                                                                 │
│  Access              wildceo.live/subscribed                    │
│                      Email + password (sent to you personally)  │
│                                                                 │
│  Cost                888 USD/year                               │
│                      Founding Supporter tier on Substack        │
│                                                                 │
│  Where money goes    Legal costs. Court filings.                │
│                      Expert opinions. Not overhead.             │
│                      The fight.                                 │
│                                                                 │
│  Why not free        The press that published my sealed DNA     │
│                      testimony is reading this Substack.        │
│                      Every document released publicly           │
│                      becomes a weapon in the wrong hands.       │
│                                                                 │
│  Why now             May 11. 09:30. Sø- og Handelsretten.       │
│                      Reconstruction hearing.                    │
│                      62.1% creditor majority.                   │
│                      The Board Folder is the evidence base.     │
│                                                                 │
│  The rule            GAME OVER stays free. Always.              │
│                      The full file costs 888 USD/year.          │
│                                                                 │
└─────────────────────────────────────────────────────────────────┘📁 What the Board Folder Contains

Let me be specific. Not vague. Specific.

Since January 2026, I have been fighting this case alone. No institutional backing. No law firm on retainer. No PR team. I have been paying every legal cost myself, publishing every day for free, and managing hundreds of documents across three jurisdictions — Denmark, Finland, Romania.

Behind the daily GAME OVER updates, there is a second layer of this case that I cannot safely publish in the open.

Today I am making it available — selectively, deliberately, and only to those who are serious about the reconstruction of Phase Education A/S.

📌 Board Folder — contents at launch

• 📁 Board Minutes 2024–2026 — complete. Every resolution. Every vote. Every discussion.

  📄 Material Contracts — the Bechtle Polska EUR 32M framework, the IRIS Capital LOI, the Alisa/Veritas/Finnvera Finnish financing, the Moby promissory note, the Afviklingsaftale with Danske Bank.

  🏢 Subsidiary Reports — Phase Education A/S, Shape Robotics Romania SRL, Sanako Oy pre-bankruptcy, Shape Robotics Poland.

  ⚖️ Legal Filings — reconstruction petition, appellate brief in Case SK-524/2026-SHR, shareholder EGM resolutions, DFSA correspondence.

  📊 Weekly Updates — every material development at court, before it hits the press.

Updated weekly. More documents added as proceedings progress.

🔒 Why a Paywall on This — and Not on GAME OVER

I have said it before. I will say it plainly again.

The media that published my sealed DNA testimony before I had seen it myself is reading every word of this Substack. The liquidator who withdrew the Company’s MAR complaint from the DFSA — without asking me — is watching this publication. Every document I release publicly becomes a weapon in the hands of people who want this reconstruction to fail.

🔴 This is not a paywall on the truth. GAME OVER stays free. The daily record stays free. The timeline stays free. The full file — the board folder, the contracts, the legal strategy — is behind a wall. Not because I have anything to hide. Because not everyone who wants access to these documents wants to save this company.

The War Council is a filter, not a profit mechanism. 4,800 shareholders own this company. The ones who want to understand exactly what happened — board minute by board minute, contract by contract, filing by filing — can now do that. The ones who want to strip quotes for tomorrow’s Børsen headline cannot.

Every dollar from the 888 USD/year Founding Supporter tier goes directly to the legal battle — lawyers, court filings, expert opinions, appeal costs. Not overhead. Not infrastructure. The fight itself.

:⚖️ Why Now — 8 Days Before May 11

The reconstruction hearing at Sø- og Handelsretten is Monday 11 May 2026 at 09:30.

Elena Pasat’s petition carries 62.1% of the creditor majority. The plan is the 99.99% haircut with the Litigation Proceeds Unit structure — debt converts into litigation rights, not diluted equity. If reconstruction opens, existing shareholders keep what they bought.

Between now and May 11, every document that can be published will be published — in the War Council vault, in real time, for Founding Supporters.

The Board Folder is not a historical archive. It is a live evidence base for an active reconstruction case. Everything I add this week will be relevant to what happens in that courtroom on Monday.

🤲 For the 4,800

If you bought Shape Robotics shares, you bought this company believing in the business. If you held through the 87% collapse, the illegal bankruptcy, the unanimous High Court annulment, the dissolution attempt, the EGM, the liquidator’s six-point negligence letter — you are still here for the same reason: because a Nasdaq-listed company with 4,800 shareholders does not get dismantled in silence.

The Board Folder is the evidence that proves it does not have to.

🟢 Join the War Council — 888 USD/year

Subscribe at substack.wildceo.live → select “War Council — Founding Supporter”. You will receive your vault credentials at wildceo.live/subscribed within 24 hours. Your email is your key. Use the same address you subscribe with.

If you have questions before subscribing, write to me directly: mark@wildceo.live

📊 The scoreboard after 56 days

🔜 What happens next

Now. War Council vault opens. Board Folder live at wildceo.live/subscribed.

This week. First batch of board minutes and material contracts uploaded. Romanian television interview on the case, broadcast date TBC.

Monday 11 May 2026, 09:30. Reconstruction hearing at Sø- og Handelsretten. Elena Pasat’s petition argued. Creditor majority: 62.1%.

Wednesday 20 May 2026. Six pending bankruptcy petitions heard — unless May 11 renders them moot.

Every day until then. This Substack. Every filing. Every document. Every receipt.

📚 The full investigation

Day 52: The Thief Shouts Thieves — The liquidator’s letter convicts its own author.
Day 50: Zero Practice — 17 bankruptcies. 25 years. 2 real comparable cases. This court has never done this before.
Day 41: The Six Claims — DKK 24.9M vs DKK 330M. The math the press never published.
Day 34: The Regulator Agrees — DFSA confirms market abuse. Lars Topholm. In writing.
Start Here — The Wild CEO Story — New to this? Begin with the data.
wildceo.live — The full investigation site.

🔔 Subscribe

GAME OVER stays free. Every episode. Every day.
The Board Folder is behind the wall — for those who want to save this company.
wildceo.live/subscribed | 888 USD/year | mark@wildceo.liv

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GAME OVER | Day 56 — Subscribe at substack.wildceo.live for real-time updates.
Shape Robotics A/S | CVR DK38322656 | Nasdaq: SHAPE | ISIN: DK0061273125
Mark-Robert Abraham, Founder and CEO — Phase Education A/S
May 3, 2026. Day 56. The Board Folder.

🏷️ #GameOver #Day56 #BoardFolder #WarCouncil #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SøOgHandelsretten #Reconstruction #May11 #WildCEO

Today on the livestream I tried something new: a one-on-one Friday format with Jørgen Andreas Berg as co-host. Jørgen is finishing his bachelor’s in business in Norway, has been collecting signatures on the Nordnet thread, and today filed petitions on behalf of approximately 30 shareholders.

He brought the questions. The hardest ones from the Nordnet thread. I answered them on stream, with documents on screen. This dispatch is the structured version, with the two contractual exhibits I shared publicly for the first time.

❶ Q: “Sanako was profitable but couldn’t pay salaries — and now two parties accuse Shape Robotics of stealing EUR 4.5M abroad. What really happened?”

The question is structured to imply a contradiction. There is no contradiction. There are four logical errors in the framing.

🎯 Logical error one — profitability ≠ liquidity.

Sanako Oy was profitable: 50.6% operating margin, 72% equity ratio, EUR 2M revenue in FY2024 (Suomen Asiakastieto public registry). Profitable. Period.

Sanako Oy lacked cash. It lacked cash already when we acquired it in June 2025 — that was one of the reasons we acquired it via share swap rather than cash. A profitable company can simultaneously have temporary cash flow constraints. That is corporate finance 101. Confusing the two is not a discovery — it is a misreading.

🎯 Logical error two — there are not two independent parties accusing.

Per the company’s own publicly filed announcement of 11 March 2026: “Mr. Gullitz-Wormslev was copied on the Finnish administrator’s communications from the start.” Per Cision Announcement 07-26 of 24 March 2026, the Finnish pesänhoitaja from Asianajotoimisto Ylikraka Oy is described as the liquidator’s “colleague.”

Two coordinating voices are one narrative. The arithmetic of independent corroboration does not apply when the corroborators communicate from the start.

🎯 Logical error three — buying a company to consolidate cash flow is not a crime.

Cash pooling between a parent and a 100%-owned subsidiary is the global standard treasury structure. Selskabsloven § 222 permits inter-group transfers serving commercial purpose. IFRS 10 consolidates them automatically. Every multinational group on Nasdaq Copenhagen does this — Maersk, Carlsberg, Novo Nordisk, all of them.

Sanako was acquired in June 2025 through share swap with a § 160 valuation report at EUR 8.6M. We used illiquid Shape A/S shares — paralyzed by the November 2024 pump-and-dump that crushed the share price — to acquire a profitable European company that could be consolidated under IFRS 10 and then attract new financing for the EUR 40M Polish PNRR pipeline (Bechtle contract). That is exactly what M&A is for.

🎯 Logical error four — Sanako was paying salaries until Teis arrived.

Here is the simplest test of the accusation. How did Sanako Oy pay salaries in December 2025 — and then suddenly fail to pay them in January 2026, exactly when Teis became kurator with shareholder authority over Sanako?

The 100% shareholder representative on 5 February 2026 — when Sanako filed the voluntary bankruptcy petition — was Teis Gullitz-Wormslev. He had the authority to move group cash. He had the authority to call in customer payments. He had the authority to authorize the Polish project that would have generated immediate revenue. He chose not to. Then he allowed the bankruptcy filing.

If he believed cash had been improperly extracted from Sanako, he had thirty days as kurator with full legal authority to recover it. He did nothing. His behavior contradicts his accusation.

The accusation is therefore not just wrong on the facts — it is structurally incoherent. It accuses one person of misconduct while describing actions that only the accuser had legal authority to remedy.

❷ Q: “Will you share the auditor’s resignation letter from Beierholm?”

Yes. I shared it live on screen today.

The letter is dated 18 December 2025, signed by Thomas Thomsen, partner at Beierholm. It reads:

Auditor

117KB ∙ PDF file

Download

Download

“Dear Mark and Aurel,

I am sorry to inform you that we have decided to resign as Auditor of Shape Robotics A/S. Our resignation is due to lack of communication with and trust in the company’s management.

We are obliged to notify the Danish Business Authority and Nasdaq of our resignation and the reason for it, which will be done immediately following this email.

We have communicated with Nasdaq about this issue. They have asked me to inform you that you are obliged to inform the market about our resignation.”

That is the entire letter. No specific concerns cited. No findings. No referenced transactions. “Lack of communication with and trust in the company’s management” — that is the stated reason.

🎯 Same date as the Finans.dk article.

On 18 December 2025 — the exact day Beierholm resigned — Finans.dk published an article titled “Mark Abraham anmeldt for grov bedrageri i ikke-konkursramt selskab i Rumænien” (translation: “Mark Abraham reported for gross fraud in non-bankrupt company in Romania”).

Same day. The auditor was scared by the media coverage. Last week, in a private conversation, Thomsen confirmed it directly to me: the reason he decided not to continue was the Finans articles.

That is what happened to the auditor. Not an audit finding. A media scare.

The fraud allegation referenced by Finans.dk is the subject of an ongoing legal dispute. We are pursuing Finans.dk in court for the November-December 2025 coverage. The allegation has not been proven — and “reported for fraud” is not the same as “found guilty of fraud” under any legal system. But that is the article that triggered Beierholm’s resignation.

We are now looking for an international auditor with the capacity to operate independent of small-market Danish media pressure. The Danish audit market is too small. An international firm is the right call.

2023 Long Form Audit Report Of 12

138KB ∙ PDF file

Download

Download

2024 Long Form Audit Report Of 03

148KB ∙ PDF file

Download

Download

❸ Q: “Will you share the Earn-out terms from the Story Kids acquisition?”

Yes. I shared two pages on screen. They are reproduced below in full.

Exhibit A — Warrant Agreement (2021, acquisition year)

Warrant: “Shape Robotics A/S guarantees that Mark Robert-Abraham and Elena Mocanu shall receive compensation equivalent to 25% (twenty-five percent) of the total value of business generated through the PNRR (Recovery and Resilience Plan) as a direct result of the StoryKids acquisition, to be paid in shares of Shape Robotics A/S.”

Terms: “Shares shall be issued to Mark Robert-Abraham and Elena Mocanu at the prevailing market price at the time of issuance, with a reference price of 10 DKK (ten Danish Kroner) per share. Mark and Elena agree that the total commission can be paid out separately to the individuals or to a shared account. Both parties need to sign the transfer document.

Shape Robotics A/S hereby irrevocably guarantees and commits that it shall repurchase any and all shares issued to Mark Robert-Abraham and Elena Mocanu under this Section, upon their request, at a minimum guaranteed price of 24 DKK (twenty-four Danish Kroner) per share, regardless of the prevailing market price at the time of repurchase.”

That is the document signed in 2021 at the time of the Story Kids acquisition. Two key elements:

✓ Compensation equal to 25% of PNRR business value, paid in Shape A/S shares

✓ Repurchase guarantee at 24 DKK per share — irrevocable, by Shape A/S, regardless of prevailing market price

Exhibit B — Commission Terms (effective 1 January 2022)

Commission: “From January 1st 2022 and onwards, Mark and Elena shall accumulate: receive 2% of all revenue (ex. VAT) invoiced from Romania (SRR) as commission in cash AND a Number of Shares = (25% × Total PNRR Business Value) ÷ 10 DKK per Share at issuance.”

Terms (excerpts):

“Commission is dependent on Mark and Elena’s continued affiliation with the company as specified in the contract of August 27th 2021.

As specified in the contract of August 27th 2021, Mark and Elena’s contract cannot be terminated before 31 December 2026. In case of termination without cause Mark and Elena are entitled for full compensation of accumulated cap of 2M EUR and the full compensation of 25% share agreement to be paid in shares or cash equivalents.

If any personal liability direct or indirect on Mark and Elena is approved by the CEO David Johan Christensen, then this liability is covered by Shape Robotics A/S. There is an existing liability of appx. 1 M.EUR in relation to PNRR which is hereby also approved.

The cash commission is capped at accumulated 2 M.EUR (Not including ‘School Drop Out Project / Altex Contract’ — TBD at later stage). Orders must have a minimum gross margin of 10%. Revenue is measured as invoiced orders... The commission is calculated quarterly, in the first week of every NEW quarter, and will be paid no longer than 30 days from end of each quarter.”

Two contractual mechanisms are visible here:

✓ A 2% cash commission on Romanian revenue, capped at EUR 2M cumulative

✓ A 25% share component of total PNRR business value, in Shape A/S shares at 10 DKK reference price, converting to cash equivalent if termination without cause occurs

The “termination without cause” clause is the core mechanism. Bankruptcy, liquidation, hostile removal of management — all qualify. When the share-conversion mechanism becomes unavailable (because the company collapsed), the contract converts the share entitlement to cash equivalent.

That is what crystallized on 6 January 2026. Not a number filled into a blank cheque. A contractual condition triggering a contractual remedy.

I will retain certain operational details — specific revenue figures, the full SPA, the side-letters — until 11 May 2026, for litigation strategy reasons. The two pages above are the structural skeleton. They show what the deal was. They show what the trigger was. They show what the remedy is.

❹ Q: “Why is none of this in the annual reports?”

Because the structure is a contingent commitment, not a booked liability — until the trigger event occurs.

The accounting position throughout 2022-2024 was:

✓ Mark and Elena receive a 2% cash commission on invoiced Romanian revenue, capped at EUR 2M — paid quarterly, expensed quarterly, recorded in the year of accrual

✓ Mark and Elena hold a share entitlement equal to 25% of accumulated PNRR business value — convertible into Shape A/S shares at 10 DKK reference, with the share-conversion mechanism active as long as the company functions normally

As long as the share mechanism is operative, no DKK liability appears on the balance sheet — the obligation is satisfied through equity dilution at issuance. Equity-settled obligations are accounted for differently from cash-settled obligations under IFRS 2. They are disclosed in note form, not booked as financial debt.

🎯 The conversion to cash liability happens only when share-settlement fails.

Bankruptcy makes share issuance impossible. The fallback engages. The cash equivalent crystallizes. That happens on the date of the triggering event, not retroactively across prior accounting periods.

The accounting treatment is consistent with how earn-out share-based instruments are treated across European listed issuers. Was the disclosure adequate? That is a fair question, and one I would welcome an independent reconstructor or the Erhvervsstyrelsen audit committee to examine. I will not litigate the disclosure question on Substack. The reconstructor on 11 May has the file.

What the critic has misread is this: Story Kids brought EUR 88 million of business into Shape Robotics through the Romanian subsidiary. The 25% commission on the PNRR component of that business was always a contractual entitlement — but as long as the share-settlement mechanism worked, it was an equity-instrument disclosure, not a cash-debt entry.

Bankruptcy broke the share mechanism. The cash entitlement materialized. That is the entire mechanic.

❺ Q: “And EIFO? What about the state development fund?”

I shared the breaking news live today. EIFO will be paid in full. That is a public commitment.

We have a bridge financing facility in the final stages of preparation:

✓ Up to USD 3 million total, with first tranche of USD 750,000

✓ Up to 18 months tenor, 12% per annum, with conversion right at 15%

✓ Secured by a first-ranking charge over Shape A/S assets and current/future subsidiaries

✓ Expected closing in May 2026, conditional on reconstruction commencing

✓ I personally guarantee the first USD 750,000 unconditionally

The plan is straightforward: reconstruction begins on 11 May, the bridge facility closes within the first week, EIFO is repaid in full from the proceeds, the floating charge is released, and the operational company continues with a clean senior debt structure.

🎯 Why EIFO matters specifically:

EIFO is the Danish state’s export and investment fund. Their mandate is to support Danish exporters operating internationally. We are exactly the kind of company they were created for — a Danish technology exporter selling to schools across Eastern Europe and Asia.

Whatever the historical defaults issue between EIFO and Shape A/S — most of which preceded my time as CEO and which I cannot relitigate here — the path forward is to honor the obligation in full. EIFO gets paid. State capital is preserved. The operational company survives. That is the only outcome that serves everyone.

We are not trying to write down EIFO’s claim. We are trying to pay it.

❻ Q: “If the company was profitable in 2024 with EUR 88M business through Story Kids, why are we even in this situation?”

Because of the pump-and-dump in November 2024 that destroyed the value of the share currency.

Here is the sequence that the critics keep ignoring:

1. 2021-2024: Shape Robotics A/S consolidates Story Kids, builds the EUR 100M PNRR pipeline through Shape Romania, executes successfully. Revenue grows. Margins grow. Operations are healthy.

2. November 2024: A coordinated short-selling and negative-coverage campaign — what we call the pump-and-dump, with documented activity from Lars Topholm at Carnegie and persistent negative coverage from Finans.dk — crashes the share price. The DKK 24 per share repurchase guarantee in our 2021 contract becomes unenforceable in practice because no fresh share issuance can be done at price levels that wouldn’t destroy the cap table.

3. December 2024 – November 2025: We attempt to fix the situation through the IRIS equity facility, the Aurel share purchase, the move to Main Market on Nasdaq Copenhagen, the Sanako share-swap acquisition, the EUR 40M Polish Bechtle contract.

4. November 2025: We come clean publicly about the pump-and-dump. The auditor resigns under media pressure on 18 December.

5. 6 January 2026: Bankruptcy decree by Sø- og Handelsretten — issued without proper service to me as CEO, and unanimously annulled by Østre Landsret on 5 March 2026.

🎯 The critical point: We were never bankrupt. We had liquidity tightness. We had been damaged by the pump-and-dump. We had been abandoned by the auditor. The board had been disrupted. But we were not bankrupt.

If we had been properly served on 6 January and given the chance to defend Shape A/S in court, no court would have bankrupted the company. We were recovering. We had just made tabula rasa on the stock exchange. We had filed the IRIS equity line. The Polish project was signed.

The destruction of value happened during the unlawful trustee period — 6 January to 5 March 2026 — not before it. That is what the trustee is now trying to obscure by attacking pre-bankruptcy management decisions.

The reconstruction on 11 May restores the path. The bridge facility activates. EIFO is paid. The schools’ subscriptions are honored. The operational company survives.

That is the whole story, in five paragraphs.

✊ Where the petition stands tonight

Jørgen filed petitions today on behalf of approximately 30 shareholders via the Nordnet thread. The shareholders’ petition is now formally consolidated. The supplementary complaint is with Finanstilsynet. The criminal complaint is with Københavns Politi.

🗓️ Deadline for additional signatures: Saturday 2 May 2026, 23:59 CET 🚀 Filing of consolidated petition: Monday 4 May 2026, morning 🏛️ Court hearing: Sunday 11 May 2026, 09:30 — Sø- og Handelsretten

Bo coordinates in-person attendance in Copenhagen. If you can be there — be there.

🔚 Closing

I told Jørgen on stream today: I do not want to come back as CEO. I do not want to be famous. I do not want to be rich from this.

What I want is to come back to pre-pump status. I want the company we built to function. I want the EUR 100M PNRR pipeline to deliver. I want the schools to use the robots they paid for. I want the platform to work in classrooms across Eastern Europe.

The 99.99% haircut is the public commitment. EIFO gets paid. The platform runs. Mazanti-Andersen’s Philip Borreschmidt examines every claim independently. Whoever the independent reconstructor finds is right is right. Whoever they find is wrong is wrong.

I accept independent assessment. I have been asking for it for fifty-five days.

11 May. Independent reconstructor. Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 1 May 2026 · Day 55

Co-host today: Jørgen Andreas Berg — lead complainant on the shareholders’ petition · joergen.andreas.berg@gmail.com

🤖 Wild CEO AI agent — trained on the full case archive — at wildceo.live.

📎 Embedded in this dispatch: Warrant Agreement (2021) and Commission Terms (effective 1 January 2022) from the Story Kids acquisition file. Additional documents released under controlled litigation strategy ahead of 11 May.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #BiletLaOrdin #PromissoryNote #Aval #StoryKids #PNRR #EUR88M #Earnout #Warrant #IFRS2 #IFRS10 #CashPooling #Selskabsloven #Sanako #SøOgHandelsretten #ØstreLandsret #KromannReumert #TeisGullitzWormslev #Tvangsopløsning #Likvidator #Reconstruction #MazantiAndersen #PhilipBorreschmidt #Independence #JørgenAndreasBerg #ShareholderPetition #Beierholm #FinansDK #PumpAndDump #LarsTopholm #EIFO #DanskeBank #BridgeFinancing #SchoolsFirst #WildCEO #GameOver #Day55 #FridayQA

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Fifty-four days into a war I didn’t start. Twelve days until the court hearing on 11 May.

Today my white British Shorthair Puma walked into frame at the start of the livestream. Less wild than the lynx, but she was hungry. She got fed. The livestream went on.

Then I shared my screen and walked through the legal opinion of the Romanian attorney who structured the Pasat claim. The full opinion. On screen. Line by line.

After that, I told the story behind it — what most journalists never bother to ask. Why the promissory note exists. Why it was issued in 2022. Why a wholly normal commercial protection mechanism is being framed by a Danish liquidator and now a Danish newspaper as something exotic and suspicious.

It is not exotic. It is not suspicious. It is precisely what counsel told us to do, four years ago, when we realized what kind of company we had just sold our business to.

📜 What the legal opinion says

I shared it on screen during the livestream. The opinion seeks to answer one question: what is the legal nature of the payments owed to Mrs. Elena Pasat under the Story Kids acquisition, the Consultancy Agreement, and the Earn-out Addendum?

The answer is in the first paragraph of the opinion:

“Mrs. Pasat registered her claim in Shape DK bankruptcy procedure, with a total amount of DKK 222,000,000 (approximately RON 147,967,781), representing a certain, liquid and due claim, arising prior to the opening of the bankruptcy proceedings, based on Promissory Note No. BACX3AA 6240945 dated 24 November 2025, aval-guaranteed by Shape Robotics A/S.”

Three legal qualifications matter here. Certain — the existence of the obligation is undisputed in its basis. Liquid — the amount is determinable by application of contractual formula. Due — the obligation has matured by the time the claim is registered. All three are technical terms in Romanian and Danish creditor law. Together they form the standard for a claim that carries voting rights in a creditor mass.

The opinion was drafted on the basis of three documents I have referenced repeatedly in earlier episodes:

✓ The Share Purchase Agreement of 27 August 2021 — Mrs. Pasat sold all shares of Story Kids to Shape Robotics A/S. The consideration was a number of Shape A/S shares calibrated to a defined euro amount.

✓ The Consultancy Agreement of the same date — Mrs. Pasat was engaged to provide management consultancy services. As the company expanded, addenda increased her role and her compensation. She advanced through the company’s hierarchy on the basis of performance and expertise.

✓ The Earn-out Addendum — the addendum signed on 18 February 2022 introduced two specific protections: a penalty clause for termination without cause, and a commission of 2% of all revenue invoiced by Shape Robotics Romania, payable in cash or convertible into Shape A/S shares at DKK 10 per share.

Promissory notes — bilete la ordin — were issued by Shape Romania, aval-guaranteed by Shape A/S through then-CEO André Fehrn, specifically to secure the situation in which the company would, for whatever reason, fail to fulfil its obligations to Mrs. Pasat.

That sentence is the entire purpose of the instrument. For whatever reason, fail to fulfil its obligations. Including bankruptcy. Including liquidation. Including unjustified termination. Including changes of management imposed by external parties. The note is the mechanism that survives all of them.

⚡ How the note became liquid

I’ll explain this in plain English because the Børsen article fundamentally missed it.

A promissory note issued in 2022 in connection with an earn-out is not a frozen number. It is a security instrument with a defined formula. The contract specifies the underlying entitlement — in this case, 25% of revenue from projects executed by Shape Robotics Romania, with conversion-to-shares mechanics at DKK 10 per share, falling back to cash equivalent if shares are unavailable.

The amount becomes definitive when the contractual condition crystallizes.

🔑 The contractual condition was met by the bankruptcy of 6 January 2026.

When Shape Robotics A/S was placed under bankruptcy administration, the share component became unavailable — bankruptcy itself made the share conversion impossible. The contractual fallback engaged: cash equivalent of the 25% commission, calibrated to the audited revenue base from Shape Romania’s executed PNRR projects.

The audited revenue base is approximately EUR 100 million — the figure I confirmed live today on the stream. Twenty-five percent of that revenue, payable to Mrs. Pasat under the contracts of 2021 and 2022, is the source of the claim. The face value follows the math. The math follows the contract. The contract precedes the bankruptcy by four years.

This is what every commercial lawyer in Europe — Danish, Romanian, German, French — would tell you. A blank-amount note backed by a contractual formula is one of the most common security mechanisms in earn-out transactions. It exists precisely because the parties cannot know in advance how much will be owed if a worst-case event occurs.

The worst case occurred. The note crystallized at the formula’s output. Mrs. Pasat registered the claim in the bankruptcy administration on 7 January 2026, the day after the bankruptcy decree.

🇷🇴 The back-story — what we lived through, and why we wrote the note

I told this on the livestream and I’ll write it here, because no journalist has bothered to ask.

When Shape Robotics A/S acquired Story Kids in 2021, the chairman who signed the deal was Lars Neugrod. He represented the version of Shape Robotics A/S that we trusted — the management team that had courted us, that had presented the company as a publicly listed enterprise with stable institutional backbone, that had committed to the long-term integration of our business.

Then Fundamental Invest came in as a major shareholder. Lars Neugrod was removed. The CEO at the time was forced out. The CFO left. Both later returned, then left again. The board rotated.

🔍 Within months of selling Story Kids to a publicly listed company, we realized:

The “publicly listed company” we had sold to was not a stable institutional structure. It was a thin holding company whose management could be removed by an incoming shareholder at any moment. The “backbone” we had assumed was there did not exist.

Meanwhile, the contractual obligations we had committed to — building the EUR 100 million PNRR pipeline through Shape Romania over multiple years — were not retractable. We were locked in. The Romanian state, the Romanian schools, the Polish school districts that we were preparing to serve — they did not care who controlled Shape A/S. They cared whether the projects got delivered. We had to deliver.

So in early 2022 we asked counsel for a security instrument. Standard commercial practice. If we are going to spend the next several years executing a EUR 100 million project pipeline, on the basis of contracts we signed with one version of Shape A/S — and that version of Shape A/S can disappear overnight at the whim of an incoming shareholder — give us a contractual mechanism that protects our earn-out and commission rights regardless of who controls the parent.

That is the promissory note. That is what the note is for. That is why aval-guarantees by the parent exist in commercial law.

It is not a hidden device. It is not a related-party trick. It is what any reasonable seller of a private company to a publicly listed acquirer with a thin governance structure would request. We requested it. Counsel drafted it. André Fehrn — the CEO at the time, signing as the duly authorized officer of Shape Robotics A/S — issued the aval.

Four years later, the worst-case event materialized. The note did exactly what it was designed to do.

📊 What “blank amount” actually means in cambial law

A bilet la ordin issued without an amount filled in is not an unenforceable scrap of paper. Romanian cambial law (Legea 58/1934, transposing the Geneva Convention 1930) and Danish Vekselloven (LBK nr. 1226 af 6. november 2018, transposing the same Convention) both recognize this expressly.

The instrument exists from the moment it is signed. The amount becomes definitive when the contractual condition for completion is met. This is identical in structure to a blank cheque, a banker’s draft with deferred completion, or any number of standard commercial instruments used in Europe every day.

🔑 The avalist’s obligation is autonomous.

Under Vekselloven §30 in Denmark and Article 30 of Legea 58/1934 in Romania — both verbatim transpositions of the Geneva Uniform Law — “the avalist is bound in the same manner as the person for whom he has become guarantor.” Under Vekselloven §32 stk. 2 and Article 32 of the Romanian law: “the avalist’s obligation is valid even when the obligation he has guaranteed is void for any reason other than defect in form.”

The substantive commercial relationship underlying the issuance — the Story Kids acquisition, the Consultancy Agreement, the Earn-out Addendum — is not a cambial defense. The note’s validity is verified per facie. On the face of the instrument. The face of the instrument is intact.

The fact that the amount was not filled in on day one does not invalidate the instrument. It defines the instrument’s function. A security mechanism whose value crystallizes when the protected event occurs.

The protected event was the parent company’s collapse. That occurred on 6 January 2026. The note did its job.

🇩🇰 Why this is settled in Romania, not Denmark

Here is the conflict-of-laws point, one more time, because Børsen wrote four pages without addressing it.

Under Article 4 of the Geneva Convention of 7 June 1930 for the Settlement of Certain Conflicts of Laws in Connection with Bills of Exchange and Promissory Notes, to which both Denmark and Romania are parties: “the form of an undertaking entered into in respect of a bill of exchange... is regulated by the laws of the territory in which the undertaking is signed.”

Vekselloven §93-94 transposes this same conflict-of-laws principle into Danish law.

The Pasat note was issued in Romania. By a Romanian company (Shape Robotics SRL). On a Romanian bank instrument (BRD – Groupe Société Générale or equivalent). To a Romanian beneficiary (Mrs. Pasat). Under Romanian commercial law contracts (the Share Purchase Agreement of 2021 and the Earn-out Addendum of 2022, both governed by Romanian law).

Romanian cambial law governs its substance. Period.

Any Danish corporate-law argument that André Fehrn allegedly lacked solo signing authority is, even if it had merit, a defense that would have had to be raised — by anyone who wished to raise it — in Romanian courts within the cambial limitation periods. Six months for the recourse cambial action under Article 19 of Legea 58/1934. Fifteen days from notification for the opposition to enforcement under Article 62. Both expired.

The Fogedretten kendelse of 27 April 2026 (FS M4-2715/2026) confirmed exactly this distinction by rejecting enforcement on Danish procedural grounds — the absence of formal recognition under Brussels I bis Regulation (EU) 1215/2012 Article 39+ — not on the cambial substance. The instrument is intact. Its substance lives in Romanian law.

💔 The moral knockout — what the liquidator is actually doing right now

Let me end with the part that hurts the most. I told it on the livestream and I’ll write it here too, because it matters more than the legal analysis.

We sold tens of thousands of robots to Romanian schools. Sanako language platforms to Vietnamese schools. STEAM Labs to Polish schools. To Moldovan schools. To Ukrainian schools. Hundreds of school districts depend on our platform every day for science, mathematics, and language learning.

The platform requires service contracts to remain operational — small annual payments per school, two thousand or three thousand euros, that cover platform access, software updates, content licensing.

Shape Robotics has the money to pay these service obligations. The cash exists. The customers have already paid. Tens of thousands of students and teachers across Eastern Europe rely on this technology, every day, in their classrooms.

🔴 The likvidator — Teis Gullitz-Wormslev, partner at Kromann Reumert — is sitting on the money.

He has the authority. He has the cash. He has not been paying the service obligations. Schools are losing access to platforms my company sold them. Students cannot use robots my company shipped to their classrooms. Teachers are calling support lines that my team can no longer staff because the likvidator controls the budget and refuses to release operational funds.

This is not a legal abstraction. This is real damage to thousands of teachers and students who never asked to be part of a Danish corporate dispute. They bought our products. We delivered. The platform was working. Then a Danish trustee with a conflicted appointment decided to freeze the operational accounts, and now classrooms across Eastern Europe are dark.

I cannot walk down the street in my own city without being asked when the platform will work again. I cannot talk to my parents — both teachers — without explaining that the company we built to serve teachers is being held hostage by a partner at Denmark’s largest law firm who knows the harm he is causing and continues anyway.

This is why we are asking for a 99.99% haircut. Not because we want money. We want a path back. We want to pay the schools’ service contracts. We want the robots to work in the classrooms. We want the platform to be alive.

🎯 What the 99.99% haircut means, in plain language:

If reconstruction proceeds on 11 May, Mrs. Pasat’s claim — DKK 222 million on paper — is reduced to DKK 22,200. Twenty-two thousand two hundred crowns. That is what 99.99% off means. Mathematically, it is approximately the cost of a used car.

We accept this voluntarily. As a public commitment. Because the goal is not money. The goal is to keep the operational company alive so that the customers we serve — the schools, the teachers, the students — get what they paid for.

If reconstruction goes through and an independent reconstructor (Mazanti-Andersen’s Philip Borreschmidt) takes over, he examines every claim — including ours — under independent professional standards. If he confirms our claim is valid, fine. If he confirms parts of it are not, fine. If he says we get zero, fine. We accept independent assessment. We just want the schools served and the company alive.

What is the liquidator offering instead? Slow wind-down under his control. Asset sales to whoever bids. Service contracts that lapse one by one. Schools across Eastern Europe losing platforms that they paid for. A Danish bankruptcy estate distributing what little is left after his fees, his Helsinki colleague’s fees, and his firm’s fees in Copenhagen.

That is not a recovery for the 4,800 shareholders. That is not a recovery for the creditors. That is not a service to the customers who trusted Shape Robotics with their educational infrastructure. That is a wind-down that benefits the wind-down operators.

✊ Where the petition stands

Tomorrow, 1 May 2026, the petition is filed. Jørgen Andreas Berg leads as complainant. The supplementary complaint went to Finanstilsynet today with all annexes — Viktor’s two written confirmations, Teis’s letter of demand, the Sanako documentation.

The court hearing on 11 May 2026 at 09:30 at Sø- og Handelsretten is the structural decision. Bo coordinates in-person attendance. If you can be in Copenhagen that morning — be there.

➡️ Sign in the Wild CEO chat thread or the private Google Form. Both are open. Both feed into the petition annex.

🗓️ Deadline: Saturday 2 May 2026, 23:59 CET 🚀 Filing: Monday 4 May 2026, morning 🏛️ Court: Sunday 11 May 2026, 09:30

🔚 Closing

The note is not a mystery. It is a textbook security instrument that did exactly what it was designed to do. The legal opinion confirms it. The contracts confirm it. Cambial law in three jurisdictions — Romania, Denmark, the Geneva Convention — confirms it. The Fogedretten confirms it implicitly by ruling on procedural form rather than substance.

The only question on 11 May is whether the company we built — the platform thousands of teachers depend on — survives in the hands of an independent reconstructor, or is wound down under the control of a conflicted liquidator who freezes operational accounts while accusing former management of misconduct in letters that cite no documents.

The choice on 11 May is not Mark Abraham versus Teis Gullitz-Wormslev. The choice is operational company versus wind-down.

The schools voted with their procurement. The teachers voted with their classrooms. The 4,800 shareholders voted with their capital. We are asking the court on 11 May to honor those votes by giving an independent professional the chance to keep the operational company alive.

That is all I am asking.

Q.E.D.

Mark-Robert Abraham · Founder and former CEO, Shape Robotics A/S · 30 April 2026 · Day 54

Lead complainant on the shareholders’ petition: Jørgen Andreas Berg · joergen.andreas.berg@gmail.com

🤖 Wild CEO AI agent — trained on the full case archive — at wildceo.live.

🏷️ #ShapeRobotics #PhaseEducation #NasdaqCopenhagen #SHAPE #BiletLaOrdin #PromissoryNote #Aval #Geneva1930 #Vekselloven #StoryKids #PNRR #SøOgHandelsretten #ØstreLandsret #KromannReumert #TeisGullitzWormslev #Tvangsopløsning #Likvidator #Reconstruction #MazantiAndersen #Independence #JørgenAndreasBerg #ShareholderPetition #EdTech #SchoolsFirst #WildCEO #GameOver #Day54 #HowTheNoteBecameLiquid

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