Current Price – $0.57;
Offer Price – $0.73 (for holders of up to 249 shares);
Upside – $40 (for holders of up 249 shares);
Expiration date – TBD (expected by the end of Feb);
Important Note – The liquidity is very low. I see little risk of this transaction not going through. The required funds to buyout small shareholders are very low and controlling shareholder (80% owner) will have material benefits of not being public.
The Company’s Board of Directors (the “Board”) and the holders of a majority of the Company’s Common Stock have approved amendments to the Company’s Articles of Incorporation to effect a reverse stock split of the Company’s Common Stock, at an exchange ratio of 1-for-250 shares of outstanding Common Stock (the “Reverse Split”), immediately followed by a forward stock split of the Company’s outstanding Common Stock, at an exchange ratio of 250-for-1 shares of outstanding Common Stock (the “Forward Split”, and together with the Reverse Split, the “Reverse/Forward Split”). Such amendments will not change the par value per share or the number of authorized shares of Common Stock. Holders of record of less than one share as a result of the Reverse Split will be cashed out at the rate of $0.73 per pre-split share.
Source of Funds:
We estimate that we will pay up to approximately $11,680 to cash out holders of record of less than one share as a result of the Reverse Split. In addition, we anticipate incurring approximately $20,000 to $25,000 in advisory, legal, financial, accounting and other fees and costs in connection with the Reverse/Forward Split. We currently have the financial resources to complete the Reverse/Forward Split.