We had to urgently clarify the facts, stabilize the situation, take measures to protect the developers using the Contribee platform and their supporters, the company’s customers, collect evidence and submit it to law enforcement bodies and services with special powers to conduct relevant investigations.
We literally lifted the bailiff, who recorded the facts, from the Christmas table on a late and cold December evening. He came and did his job. One of those people who helped stabilize the panicked company.
To paraphrase the British strategist JFC Fuller, we have three interwoven and interacting dimensions in this situation: moral, legal and existential.
The moral side is quite clear – persons who have committed an offense should understand that their “point of no return” has been reached and punishment will be inevitable. They crossed the red lines themselves.
There are no shades of gray in these situations. Available in red, white and black. Values are worth as much as we are ready to sacrifice to protect them.
The legal side is assessed by law enforcement and we trust prosecutors and other investigators.
From the first moments, we had a difficult duty in an extremely difficult situation to properly, correctly and legally defend and protect not only our interests as minority investors, but also the entire ecosystem of developers, startups, venture capital industry and the interests of the taxpayers of the Republic of Lithuania and the European Union. In a rule of law, law enforcement performs this function and is currently doing so.
The existential side should concern the entire ecosystemthe community of developers and their supporters, the venture capital and start-up industry, as it relates to compliance with Shareholders’ Agreements and investment conditions.
Contribee’s reputation has been dealt a very serious blow by the hands of the company’s founders themselves. However, instead of taking responsibility, implementing their contractual obligations, specifically described in the transaction agreements back in 2021, when they received the investors’ money, they are trying to spread the blame to everyone around them. This not only destroys the trust of the developers, but also harms other investors, minority shareholders and every decent person who legitimately learned about the situation through their positions or other direct connection with Contribee and tried by all legal and fair means to help save the company by defending and protecting the developers and their community of supporters, reputation.
By losing trust, Contribee is losing value, every hour, every moment.
That, unfortunately, we can all observe in real time in the social media space.
We consider our first, main and greatest moral victory to be the fact that, figuratively speaking, we managed to snatch the loot from the jaws and return the illegally embezzled funds to the client.
We consider the second important moral victory to be the fact that we managed to protect the “Radarom” campaign at the beginning of the year and, on the occasion of the second anniversary of the brutal open Russian invasion of Ukraine, to protect the efforts of the responsible society and public figures to safely collect another impressive amount of support for the heroes of Ukraine. So that every decent person can focus on what is most important, on what everyone knows and can do best.
Today, the situation at Contribee is complicated. Very much. However, in my opinion, it is not too late for those responsible for the situation to make at least one correct decision and leave the company immediately. Investors and small shareholders, together with the community of developers and supporters, are ready not only to work together to restore what was so irresponsibly destroyed and destroyed, but also to invest the additional capital required for the normal operation of the company.
And I still want to remind you of a few dry facts.
The fund invested with other business angels and another venture capital fund in two stages: in February 2021 and in September of the same year. Coinvest Capital’s investment totals almost 120 thousand. The total investment of Coinvest Capital, business angels and the Startup Wise Guys fund amounted to 250 thousand. euros.
Coinvest Capital’s share in the co-investor group defined by the agreements is 59.95%, while the Fund’s direct ownership in Contribee is only 10.50%.
The Fund invested in the Contribee company in accordance with the “silent investor” concept defined in the legal acts governing the Fund’s activities, when the Fund does not directly participate in the management of the company, but transfers its voting rights at general meetings of shareholders to a contractually authorized investor representative, retaining all property rights, including the right to apply to law enforcement institutions.
The Fund, as well as the independent external investment committee of the Fund, have the right of veto on the most important issues of the company’s activities, in order to ensure the safety of the invested capital and proper and professional risk management of investments in early-stage companies.
in 2023 December 20 around 1:30 p.m. The manager of Coinvest Capital, Viktorija Trimbel, was called and informed about the situation by the small shareholder-co-founder Mantas Michalauskas, whom the Board of the Company called in an urgent extraordinary meeting of the Board in 2023. December 19 appointed as the director of the Company, having previously removed Gediminas Ratkevičius from his duties.
Yes, we are one of the investors and minority shareholders who appealed to the prosecutor’s office and other legal institutions, because we are also the victims in this situation.
An order to the legal director of the company, Mantas Michalauskas, to urgently find out all the facts and circumstances, conduct internal investigations and submit information to law enforcement for further investigation in 2023. December 28 was formulated by the legal board of the company, where Saulius Rudokas, the authorized representative of investors, also worked.
To the best of our knowledge, there was no loan. The head of the company at that time, possibly in collusion with other persons, simply transferred part of the funds to his account. Explanations about the loan came later.
The situation is being investigated and assessed by law enforcement authorities, whose work we fully trust and actively cooperate with. As far as we know, the company’s shareholder-co-founder Mantas Michalauskas has already been officially recognized as a victim, and the investigating officers are still determining the status of the other parties involved in the investigation.
It is obvious that after A. Jakučionis and the persons acting together with him in 2024. August 9 initiated and continued to be publicly disseminated, the losses of all affected parties, including unsuspecting creators using the platform and their supporters, are only increasing every day.
The small shareholders knew that at the last moment UAB “Laisvės media group” was going to offer to buy out the shares of the large shareholders.
In my estimation, this is a common practice in the M&A industry, where a so-called “White Knight” investor-rescue appears in difficult situations.
Such an offer in principle would have been suitable for minority shareholders and investors, as the previous buyer, whom we always rightly suspected of possible bluffing and delaying the situation in an attempt to sway the law enforcement investigation in his favor, had officially withdrawn his offer.
However, unlike what A. Jakučionis tries to present to the public, we were not part of the direct correspondence between UAB “Laisvės media group” and the major shareholders, and we did not know the specific conditions or figures of the offered price.
Yes, I wrote a message to A. Jakučioni urging him to make a decision as soon as possible, but this was not the first such reminder to the large shareholders that it is not too late to make at least one correct decision – that is, to adhere to the free parties written in the investment transaction agreements and the Shareholders’ Agreements as early as 2021 willingly sign specific conditions for dealing with these or similar situations, which they themselves agreed to when they took investors’ money a few years ago, and which are the standard of the venture capital industry worldwide.
Investors, being minority shareholders in the company, have behaved properly, legally and correctly since the first day of the crisis, trusting the law enforcement authorities and the services with relevant investigation powers, to which all the collected evidence has been submitted for further investigations, and new evidence will continue to be submitted.
Investors have long since submitted calls to all responsible persons to activate the “Bad Leaver” tool provided in the shareholders’ agreement, which allows to buy out the share of major shareholders, as well as other legal notifications and demands to stop gross violations of law and contracts and to fulfill contractual obligations.
In the current situation, in order to protect the legitimate interests of the company and its clients, investors, the Fund, which is financed by EU and LR taxpayers’ funds, especially in order to ensure the success of the pre-trial investigation carried out by the prosecutor’s office, the public search for external investors and the leaking of information to the public, while deliberately distorting and manipulating it, can be seen as intentional harm to the company and the developers using the platform, as well as desperation, therefore the actions of A. Jakučionis are evaluated by lawyers.
We reserve the right to continue to defend our rights by legal means, as well as to demand compensation, both individual and class actions, if necessary.
We trust the rule of law and the decency and professional qualifications of law enforcement officers.
2024-08-13 22:41:06