Unique Logistics International Inc (PK) (UNQL) Quote

Yes exactly it can take a couple of days to get your cash…

UNQL: Shareholders of Unique Logistics International, Inc. (UNQL) will receive $0.0037 per each share held of Unique Logistics International, Inc. in connection with the merger with DP World Logistics US Holdings Inc.

FINRA deleted symbol:

https://otce.finra.org/otce/dailyList?viewType=Deletions

So cash coming to my E*Trade? 

Merged and you will receive 0037$ for your shares

What happened to unql? My shares are gone from etrade

It's a shame that this happens on a regular basis. Legal loopholes that allow this situation. Never invest,   when you are up  sell into volume always take your money off the table to hold free shares . I have no shares , I have been reading and watching . So many traps that catch many off guard this is another perfect example. 

UNQL: Shareholders of Unique Logistics International, Inc. (UNQL) will receive $0.0037 per each share held of Unique Logistics International, Inc. in connection with the merger with DP World Logistics US Holdings Inc.

FINRA deleted symbol:

https://otce.finra.org/otce/dailyList?viewType=Deletions

If class action, I’m in. Thank you.

MythicGoblin97 Thank you. This could potentially lead to a class action lawsuit, and I’d like to join the group if one is formed.

Net earnings $ 5m in Q1/25

SUPREME COURT OF THE STATE OF NEW YORK
APPELLATE DIVISION – [APPROPRIATE DEPARTMENT]
ROBERT WILSON,
Plaintiff-Appellant,
-against-
UNIQUE LOGISTICS INTERNATIONAL, INC.,
Defendants-Respondents.
Index No.: 631623/2024
NOTICE OF APPEAL AND MEMORANDUM OF LAW IN SUPPORT OF REVERSAL OF DISMISSAL ORDER
________________________________________
PRELIMINARY STATEMENT
Plaintiff-Appellant respectfully appeals from the Order of the [Trial Court], dated [Insert Date], which dismissed Plaintiff’s complaint on procedural grounds. The lower court erred in dismissing the action without addressing the substantive allegation that the defendants, by and through their current management, lack standing to appear as representatives of the corporate entity due to their fraudulent conveyance and manipulation of shareholdings. Under New York law, standing is jurisdictional and cannot be assumed where control is obtained through unlawful means. The decision below must be reversed.
STATEMENT OF FACTS
Plaintiff commenced this action alleging, among other claims, breach of fiduciary duty, fraudulent conveyance, and corporate mismanagement arising from a bad faith transfer of shares orchestrated by the Defendants, who now purport to control the corporate entity. The transfer at issue was executed without proper shareholder or board authorization and lacked lawful consideration, thereby violating both statutory and common law standards. Moreover, Defendants utilized convertible promissory notes bearing effective interest rates exceeding 25%, which constitutes criminal usury under New York law. Pursuant to the joint ruling of the U.S. Court of Appeals for the Second Circuit and the New York Court of Appeals in Adar Bays, LLC v. GeneSYS ID, Inc., 37 N.Y.3d 320 (2021), such instruments are void ab initio. The court in Adar Bays held that any loan agreement with an effective interest rate above New York’s criminal usury threshold is unenforceable as a matter of law, regardless of the label or structure of the transaction.
Despite these well-pleaded allegations, the trial court dismissed the action on procedural grounds, finding that the Plaintiff failed to state a claim. However, this ruling overlooks well-established New York precedent requiring courts to evaluate standing—particularly where allegations of fraud or illegality in the acquisition of corporate control are central to the dispute.
ARGUMENT
I. THE DEFENDANTS LACK STANDING DUE TO FRAUDULENT CONVEYANCE OF THEIR SHAREHOLDINGS
New York courts have consistently held that parties who obtain control over a corporation through fraud or improper acts cannot benefit from that control to shield themselves from judicial scrutiny.
Under Business Corporation Law (BCL) § 720, shareholders and directors have the right to bring actions against officers or directors for wrongdoing, including fraudulent or ultra vires acts. Fraudulent conveyances designed to manipulate corporate control are subject to challenge under Debtor and Creditor Law § 273-a, § 276, and § 278, and may result in the invalidation of transfers of interests or rights, including shares.
In Matter of Jamaica Assocs. v. Santos, 85 N.Y.2d 20 (1995), the Court of Appeals emphasized that “[c]courts will not permit the corporate form to be used as a shield for fraud or illegality.” Similarly, in TNS Holdings, Inc. v. MKI Sec. Corp., 92 N.Y.2d 335 (1998), the Court held that equitable principles permit courts to look beyond procedural formalities where parties seek to gain procedural advantage through fraudulent behavior.
Here, Defendants’ control is rooted in fraudulent transactions that undermine their legitimacy and preclude any assertion of standing. The doctrine of unclean hands, codified and supported in New York jurisprudence, also bars Defendants from asserting rights gained through inequity. (McConnell v. Commonwealth Pictures Corp., 7 N.Y.2d 465 (1960)).
II. THE COURT BELOW ERRED IN DISMISSING THE ACTION WITHOUT A FACTUAL DETERMINATION OF THE STANDING ISSUE
It is well-settled that standing is a threshold issue that must be resolved based on factual context. In Caprer v. Nussbaum, 36 A.D.3d 176 (2d Dep’t 2006), the Appellate Division held that “[s]standing does not depend solely on procedural status but must be evaluated in light of allegations regarding control, fraud, and entitlement to relief.”
Dismissing an action where the core issue is fraudulent corporate control effectively immunizes bad actors and undermines the integrity of corporate governance. The trial court’s summary dismissal deprived Plaintiff of due process and an opportunity to be heard on these critical matters.
III. EQUITY DEMANDS REVERSAL TO PREVENT AN INJUSTICE
Courts of equity will not countenance the use of formal legal status to commit or shield fraudulent conduct. As reaffirmed in Simonds v. Simonds, 45 N.Y.2d 233 (1978), “[e]equity intervenes to prevent injustice, especially where legal remedies are inadequate.”
The dismissal below allows Defendants to escape scrutiny not on the merits but based on an assumption of legitimacy that is precisely what Plaintiff seeks to disprove. The appellate court should reverse the lower court’s order and remand the matter for discovery and a determination on the merits.
CONCLUSION
For the foregoing reasons, the Plaintiff-Appellant respectfully requests that this Court:
1. Reverse the order of dismissal entered by the trial court;
2. Reinstate the complaint in its entirety; and
3. Remand the case for further proceedings on the merits, including discovery into the alleged fraudulent conveyance and improper assertion of corporate standing by Defendants.
4. Issue a restraining order preventing the current management from selling the company and misappropriating 99.3% of the proceeds to the exclusion of the lawful shareholder.
Dated: May 2, 2025
Respectfully submitted,

Robert Wilson
19 Mary’s Lane, Southampton NY 11968
631-819-8252
scfn34@gmail.com
Prose-Appellant

Banned me for a year...laughing my ass off..thank God Daddy owns the company. Lolololol😂😂😂😂

Bro OTC is heating up we should unit soon cheers

https://fintel.io/doc/sec-unique-logistics-international-inc-1281845-defm14c-2025-april-14-20192-9529

Ugly flip flop

Wilson is representing himself without an attorney and his case was dismissed on March 11, 2025. He then filed a motion to vacate the dismissal which the company opposed. It is likely that the motion will also be denied, with the case remaining dismissed.

In the meantime, the company filed all of the required paperwork explaining the merger and payout:

https://www.otcmarkets.com/filing/html?id=18343043&guid=csh-k6qJCh7-B3h

It is a lesson to be learned for folks to actually read the financials along the way, and not just internet message board posts. This company has been in financial shambles since inception and has defaulted time and time again on loans and other financial obligations. The public report explains it all, including the bleak outlook as a standalone company going forward without the bailout from DP. But wow, oh wow are the insiders cleaning up! Just like the Chinese executives got paid. And savvy investors.......

Anyone interested in following the lawsuit can do it here:
https://iapps.courts.state.ny.us/nyscef/CaseSearch

Case number is 631623

Robert Wilson vs Unique Logistics

So, what is the current status of this lawsuit?

LOVED .21 per share. That is AWESOME!
YUP has to void the Preferred.

I knew something was off! So, it's a crime! They can't issue shares beyond the authorized limit—this is definitely getting interesting. I’m not selling at this price. If they cancel the 6.5 billion shares issued beyond the authorized limit, the value should be much higher than $0.0037.

This equated to 7,313,187,500 shares on 172,075,000 outstanding shares — more than 6.5 billion shares beyond the authorized limit — resulting in a return of 11,101%, far exceeding the legal 25% threshold.

Same thought here. Buying at $.0031 and receiving $.0037 within a year results in a decent return.

LOL

1. Try to buy and please report back on success/failure;

2. With a history of failed deals, buyout might not close;

3. COO Diaz jumped ship after buyout announced;

4. Nothing is certain. Good Luck!

Hey why not buy it here at .003 and wait for the .0037 buyout?

“Can we file a class action lawsuit?”

So what is the current status of this lawsuit? It looks like it was originally filed in Dec of last year and then dismissed on March 11th for what reads as a lack of specific documentation. Since then it appears some documentation has been filed by you in support of your claim. Where does that leave us?

I did the calculation using the maxed out 800 million authorized commons, and outstanding and issued commons being maxed out at 800 million. That adding in the preferred stocks and the fully diluted conversion to common shares, took the per share payout from what should have been .037, for each common,down to .0037 pps .its that missing piece that was thrown in, even though the authorized commons was 800 million, .I suppose that should had been an 8 billion authorized all along. Typical

Then why would you sell at a loss

They will pump and dump

I wish you luck! I reported these guys twice to the SEC over the years and nothing came of it. Same with OTC Markets. The most egregious was the "sale" of the Asian Offices. Small fish (even with the convicted Hicks) so nothing happened. I hope you're successful.

No its a crime!
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF Suffolk
Robert Wilson,
Plaintiff,
v.
Unique Logistics International, Inc.,
Defendant.
Index No.: 631623/2024
Replay to Dependents Reply
Legal Statement Regarding UNQL Notes and Criminal Usury Violations
Following its merger with Innocap, UNQL signed two notes totaling under $2.5 million with interest rates of 1137% and 11,101%,. When fully executed, these notes would have resulted in the issuance of over a billion shares of stock. This is not only a civil matter for damages but also a criminal matter, as the total interest exceeds the 25% limit established by New York law.
In Adar Bays, LLC v. GeneSYS ID, Inc., 2021 WL 4777289 (N.Y. Oct. 14, 2021), the New York Court of Appeals addressed certified questions from the United States Court of Appeals for the Second Circuit regarding New York’s usury laws. One key question was whether a stock conversion option allowing a lender to convert any outstanding balance to shares of stock at a fixed discount should be treated as interest under N.Y. Penal Law § 190.40, the criminal usury statute. The court’s answer was an unequivocal yes.
Before this ruling, the law was less clear. Some lower New York courts and federal district courts previously held that a discounted conversion option did not violate usury laws, often reasoning that the conversion option's value was speculative or that converted stock represented an investment rather than a loan. However, the New York Court of Appeals clarified that New York law requires the value of a conversion option — like all other consideration in a loan — to be included in determining the loan’s effective interest rate, provided that value can be reasonably determined at the time of the contract.
In Adar Bays, the court examined a $35,000 convertible note with an 8% stated interest rate. The lender could convert the note into company stock at 65% of the lowest trading price over the prior 20 days, starting 180 days after issuance. When the borrower refused to honor the conversion option and was sued, it successfully defended itself by proving that the effective interest rate exceeded the 25% usury limit. The court ruled that if the combined value of the conversion option and stated interest rate exceeds 25%, the loan is void, and the lender forfeits all principal and interest — a severe but deliberate consequence under New York law.
On October 8, 2020, UNQL signed a note agreement with Trillium Partners, LP. As of that date, the note’s structure effectively resulted in a staggering 1137% return — equating to $0.0076 per share on 1,496,311,785 shares, or $0.0012 per share.
On November 12, 2020, UNQL signed another note with Unique Logistics Holdings Limited for $5 million. This agreement was structured to return $555,070,931.25 by converting each $25,000 owed into 21.25% of the outstanding common stock. This equated to 7,313,187,500 shares on 172,075,000 outstanding shares — more than 6.5 billion shares beyond the authorized limit — resulting in a return of 11,101%, far exceeding the legal 25% threshold.
Under New York law, these notes are automatically void. Those involved in creating and executing these agreements must be held accountable for the resulting damages to shareholders. Since this information was filed with the SEC, any denial by the defendants constitutes fraud. If they plead no contest, they are still admitting to fraudulent conduct.
I respectfully request that the court enforce N.Y. Penal Law § 190.40 and render a judgment that not only compensates the plaintiffs but also returns the company to non-insider shareholders after voiding the unlawful notes.
Statement of Accuracy
I declare under penalty of perjury under the laws of the State of New York that the foregoing is true and correct to the best of my knowledge.
________________________________________
Robert Wilson
February 21, 2025
Sworn to before me this
21st day of February, 2025
________________________________________
Notary Public
State of New York
My Commission Expires: ______________

SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF Suffolk
Robert Wilson,
Plaintiff,
v.
Unique Logistics International, Inc.,
Defendant.
Index No.: 631623/2024
Replay to Dependents Reply
Legal Statement Regarding UNQL Notes and Criminal Usury Violations
Following its merger with Innocap, UNQL signed two notes totaling under $2.5 million with interest rates of 1137% and 11,101%,. When fully executed, these notes would have resulted in the issuance of over a billion shares of stock. This is not only a civil matter for damages but also a criminal matter, as the total interest exceeds the 25% limit established by New York law.
In Adar Bays, LLC v. GeneSYS ID, Inc., 2021 WL 4777289 (N.Y. Oct. 14, 2021), the New York Court of Appeals addressed certified questions from the United States Court of Appeals for the Second Circuit regarding New York’s usury laws. One key question was whether a stock conversion option allowing a lender to convert any outstanding balance to shares of stock at a fixed discount should be treated as interest under N.Y. Penal Law § 190.40, the criminal usury statute. The court’s answer was an unequivocal yes.
Before this ruling, the law was less clear. Some lower New York courts and federal district courts previously held that a discounted conversion option did not violate usury laws, often reasoning that the conversion option's value was speculative or that converted stock represented an investment rather than a loan. However, the New York Court of Appeals clarified that New York law requires the value of a conversion option — like all other consideration in a loan — to be included in determining the loan’s effective interest rate, provided that value can be reasonably determined at the time of the contract.
In Adar Bays, the court examined a $35,000 convertible note with an 8% stated interest rate. The lender could convert the note into company stock at 65% of the lowest trading price over the prior 20 days, starting 180 days after issuance. When the borrower refused to honor the conversion option and was sued, it successfully defended itself by proving that the effective interest rate exceeded the 25% usury limit. The court ruled that if the combined value of the conversion option and stated interest rate exceeds 25%, the loan is void, and the lender forfeits all principal and interest — a severe but deliberate consequence under New York law.
On October 8, 2020, UNQL signed a note agreement with Trillium Partners, LP. As of that date, the note’s structure effectively resulted in a staggering 1137% return — equating to $0.0076 per share on 1,496,311,785 shares, or $0.0012 per share.
On November 12, 2020, UNQL signed another note with Unique Logistics Holdings Limited for $5 million. This agreement was structured to return $555,070,931.25 by converting each $25,000 owed into 21.25% of the outstanding common stock. This equated to 7,313,187,500 shares on 172,075,000 outstanding shares — more than 6.5 billion shares beyond the authorized limit — resulting in a return of 11,101%, far exceeding the legal 25% threshold.
Under New York law, these notes are automatically void. Those involved in creating and executing these agreements must be held accountable for the resulting damages to shareholders. Since this information was filed with the SEC, any denial by the defendants constitutes fraud. If they plead no contest, they are still admitting to fraudulent conduct.
I respectfully request that the court enforce N.Y. Penal Law § 190.40 and render a judgment that not only compensates the plaintiffs but also returns the company to non-insider shareholders after voiding the unlawful notes.
Statement of Accuracy
I declare under penalty of perjury under the laws of the State of New York that the foregoing is true and correct to the best of my knowledge.
________________________________________
Robert Wilson
February 21, 2025
Sworn to before me this
21st day of February, 2025
________________________________________
Notary Public
State of New York
My Commission Expires: ______________

Following its merger with Innocap, UNQL signed two notes totaling under $2.5 million with interest rates of 1137% and 11,101%,. When fully executed, these notes would have resulted in the issuance of over a billion shares of stock. This is not only a civil matter for damages but also a criminal matter, as the total interest exceeds the 25% limit established by New York law.
In Adar Bays, LLC v. GeneSYS ID, Inc., 2021 WL 4777289 (N.Y. Oct. 14, 2021), the New York Court of Appeals addressed certified questions from the United States Court of Appeals for the Second Circuit regarding New York’s usury laws. One key question was whether a stock conversion option allowing a lender to convert any outstanding balance to shares of stock at a fixed discount should be treated as interest under N.Y. Penal Law § 190.40, the criminal usury statute. The court’s answer was an unequivocal yes.

I filed a lawsuit in NY that is usuary the Perffered has people receiving over 1000% return. In NY, that is criminal usury, as is any return over 25% on convertible instruments. The Perffered has to be canceled meaning the actual outstanding number 174,000,000 or $0.21 per share

Read the last 8K. It is a buyout. We get .0037 per share. They are using usury to cheat us out of $0.206

I took loss. It is not going anywhere.
People and short and thinks it will go $2 or $3 is irrelevant thinking. With pump only possible maximum .03
Waiting for no bid to buy again

Post Merger, if I understood the 8K correctly, investors of UNQL (Read POS) will receive cash eq to 0.0037 per share. Yippie! What a POS

What’s with all the volume lately?

I do not see how or why. All of the preferred shares have been fully disclosed and part of every prospectus, including the failed merger with Edify. Those guys even received preferred shares when that deal was terminated, also fully disclosed. As the 8K states, Ray and Great Eagle are majority shareholders, so they have every right to do what they are doing. Just a classic example of musical chairs/playing with fire with such a huge preferred share overhang, and the music just stopped with the common shareholders getting burned without a preferred chair.

Remember when the "American" UNQL "purchased" all of the Asian offices from the Chinese owners for $35 million? Remember when I said what a joke of a "deal" that was because the Chinese executives were just paying themselves. That is exactly what happened. And now this DP World company swoops in and takes over the entire operation, including the Asian offices, the European offices, the US offices, everything for the bargain price of.....wait for it......$35 million.

All told, the Chinese executives, Sunandan Ray, Steve Hicks, Trillium, 3a Capital, Briones, those crooks from Edify from that sham SPAC merger, etc. cashed in a total of $70 million. I have said for a very long time once it became clear, and I shared openly, that this was simply a stock scam to enrich insiders, executives and special investors. I supported this company in the beginning until the preferred shares shenanigans became abundantly clear. $70 million dollars later and these Chinese executives and insiders played the US penny stock game to perfection. Gotta give credit where credit is due.

Glad you are okay. Usually you are still around. Even you are not usually gone from the boards for 2 months. Looks like as shareholders we get screwed.

Any chances of law suits?

Wondering if you can find the grace to finally say, "You were right all along Bodhi....you were right!!" Enjoy retirement!

And if you want to own stock in that company (DP World), you can buy shares on the Dubai Stock Exchange. There will no longer be a UNQL ticker once this deal closes. 100% cash payout for all shares.

I am now retired and travel a lot. Yes, UNQL is a mess this isn't the merger it's the buyout that works best for Ray scumbag.
Now Ray wanted to cash out an aggregate of 4,693,413,109 shares of Common Stock equal to $17,365,628. That is a sweet deal for him and the noteholders.

DP World, a global logistics firm, reported $18.25 billion in revenue for 2023, marking a 6.6% growth from the previous year. Here's a breakdown of DP World's 2023 financial performance: 
Revenue: $18.25 billion (6.6% growth)
Adjusted EBITDA: $5.1 billion (1.9% increase)
Profits: $1.5 billion (decreased by 17.7%)
Cash generation: $4.579 million (increased by 2.9%)
Leverage: Increased to 3.5x on a pre-IFRS16 basis
Key Highlights:
The financial results were supported by Drydocks World (+ $400 million), the Imperial Logistics acquisition (+ $900 million), and like-for-like growth in the Ports & Terminals and Logistics businesses. 
The company's adjusted EBITDA margin was 28%. 
DP World is a global leader in freight logistics, port terminal operations, marine services, and free trade zones. 

Legal Issues: If the company has issued Series B Preferred Stock and now wants to convert those shares into common stock, and this results in an excessive number of common shares being issued, there are a few possible legal concerns:

Exceeding the A/S: If the conversion of Series B Preferred Stock pushes the total number of outstanding common shares above the limit of the authorized shares, the company could face legal challenges unless they increase the A/S. In many jurisdictions, failing to properly authorize additional shares can result in claims of shareholder dilution or breaches of corporate governance rules.

Shareholder Approval: If the conversion mechanism was not clearly approved by shareholders or outlined in the terms of the preferred stock, insiders converting their shares in a way that significantly impacts other shareholders could result in claims of unfair conduct or potential shareholder lawsuits.

Fiduciary Duty: Company executives and insiders generally have a fiduciary duty to act in the best interests of the shareholders. If insiders are converting preferred stock to common stock in a way that results in an unfair of existing shareholders, it could potentially be challenged in court as a breach of fiduciary duty.

This is pathetic they rape the common shareholder. The a/s is only 800 m. They created the series of Preferred Stock and (B) gave it to themselves, but they now want the dividend based on the series B stock. Converting Series B Preferred Stock into common stock without increasing the authorized share count (A/S) or proper shareholder approval could violate the company's corporate charter and face legal challenges.

This is the long awaited golden parachute cash-out for the preferred shareholders. Trillium, 3a Capital, Great Eagle, Sunandan Ray (4,693,413,109 shares!!!), Briones, etc. are getting cash for their preferred shares out of the $35 million payment. As has been mentioned many, many times on this board, the fully diluted share count is around 9.5 billion shares. As part of this deal, just announced in the 8K, all of those preferred shares will convert with the following math:

$35,855,000 divided by 9.5 billion shares equals $0.00377 per share. There will no longer be any UNQL stock because this is a complete buyout merger and shareholders will receive a cash payment at $0.00377 per share. It's all in black and white, no spin necessary, and the UNQL to da mooooonnnnnn at dimes to dollars charade is finally over.

This is what common shareholders will get: "As consideration for the Merger, at the effective time of the Merger (the “Effective Time”), each share of (i) common stock of the Company, par value $0.001 (“Common Stock”) issued and outstanding as of immediately prior to the Effective Time will convert automatically into the right to receive an amount of cash, without interest, equal to the quotient of $35,855,000 (the “Total Merger Consideration”) divided by the number of shares of Common Stock outstanding at the Effective Time on a fully diluted, as-converted to Common Stock basis, including the number of shares of Common Stock issuable upon conversion of the Company’s convertible preferred stock, $0.001 par value per share (the “Preferred Stock” and, together with the Common Stock, the “Company Stock”) and upon full exercise, exchange or conversion of all rights to acquire Company Common Stock or instruments convertible into Company Common Stock, rounded to the nearest ten-thousandth (the “Per Share Merger Consideration”), which we expect will be $0.0037."

That is the deal. Once this closes, each shareholder will receive a cash payment equal to $0.0037 per share owned. The preferred shareholders with their billions of shares are going to make millions of dollars from that $35 million honey pot. The common shareholders at 800,000,000 strong get to share about $3 million for their long-held Unique Logistics Billion Dollar Revenues Pipe Dream Investment.

I know a lot of folks got out long ago, and congratulations. Some lessons are learned the hard way when it comes to fully diluted company value and preferred shareholder rights. They are called preferred shares for a reason. $15 million payday for Mr. Ray.....well-played indeed!!

Here is the full 8K:

https://www.otcmarkets.com/filing/html?id=18272961&guid=tVB-kWpmiBNeJth

A few posts back someone put .0037 and I am to busy to check. If its .037 that is good.