"Black out" is complete BS.
It is obvious to me why they don't buy in the market but instead "hog-out" on PPs. They know how thinly traded the stock is and that it is in strong hands. Even modest accumulation in the market, as Ernesto has clearly demonstrated a decade ago, sends the stock price soaring to much higher valuations.
If your objective is to accumulate the most shares possible with your money then you WON'T buy in the market so as to keep the share price as low as possible for pricing of PPs . Then you can accumulate many millions of shares from cheap PPs without affecting the market SP. And to make matters worse for the market SP, the PP offers a warrant kicker to buy millions more of under-priced shares (direct from the company) offering, again, massive accumulation without pushing the market SP higher.
That's why I have suggested here in the past that Ernesto should be compelled to first direct a small proportion of his intended PP investment towards purchases in the market. And only after that small accumulation in the market should the PP be priced.
Were we external shareholders and market watchers on purpose so brutally demoralized by mgmt incompetence, slothiness and "fog"? I ask myself to this day.