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Tuesday, July 24, 2018 4:27:01 PM
Let's start with the conversion terms and their own example.
"Each share of Series D Preferred Stock entitles the holder to 6,000 votes on all matters submitted to a vote of the Company’s stockholders and is convertible at the election of the holder into a number of shares of common stock equal to the number of outstanding shares of stock of the Company multiplied by 5 2/3, divided by the number of outstanding shares of Series D Preferred Stock. For example, immediately after closing the Merger on July 18, 2018, there were 89,680,567 shares of the Company’s common stock outstanding, and 88,235 shares of Series D Preferred Stock outstanding, and therefore each share of Series D Preferred Stock would be convertible into approximately 5,765 shares of common stock."
Now let's say 20,000 shares of preferred stock are converted into common shares (There is nothing that suggests it has to be done at once).
Those 20,000 would add (20,000 x 5765) 115,300,000 common shares to the OS bringing the new OS to 89,680,567+115,300,000 = 204,980,567 common shares. The new Outstanding for the prefs would be 68,235 (88,235-20,000).
So what is the conversion rate for the next tranche.
OS = 204,980,567
Prefs outstanding 68,235
Each pref is NOW CONVERTIBLE INTO:
204,980,567 x 5 2/3 = 1,161,556,546/68,235 = 17,022 shares
And it only continues to go up from there.
This IS THEIR FORMULA.
They know the pps is going to go down when they start converting and this is the way they protect the value of their preferreds.
Try the formula for an OS of 600,000,000 and 1 (ONE) pref left.
It converts into 3.4 BILLION SHARES on its own...LOLOLOL.
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