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Re: None

Tuesday, 08/25/2020 3:26:56 PM

Tuesday, August 25, 2020 3:26:56 PM

Post# of 119184
WTNW($.073) an interesting spec; buyout expected to net shareholders about $.125/share. According to the proxy filed last week, the asset sale is expected to be completed by 10/31/20, with liquidation following within two months later. Here's some relevant text from the proxy:


Q: What will I receive pursuant to the Plan of Liquidation?

A: Under the Plan of Liquidation, we intend to make one liquidating distribution to the shareholders, representing the net proceeds of the liquidation. The amount of the liquidating distribution will depend on the final amount received from the Asset Sale, the amount of our liabilities, and the expenses associated with the Asset Sale and liquidation and winding up of the Company. The gross cash proceeds from the Asset Sale will be $30,000,000, less pre-closing deposits paid by the Buyer.

These gross cash proceeds that will be available for distribution to our shareholders will be reduced by (i) the Retention Escrow Agreement; (ii) the payment of the costs and expenses we incur in connection with the Asset Sale, which we currently estimate to be $450,000; (iii) the payoff of our debt previously incurred, amounts owed to vendors, and obligations arising under current revenue sharing agreements, which we currently estimate to be in the aggregate $13,000,000; (iv) the payoff of our other pre-closing operating liabilities, which we currently estimate to be $350,000; (v) the payment of $3,665,000 in Transaction Related Compensation payable to certain employees of the Company; (vi) the payment of our costs and expenses we incur in connection with the liquidation and winding up of the Company, which we currently estimate to be $50,000; and (vii) the payment of income tax obligations, which we currently estimate to be $1,300,500.

Based on the foregoing estimates and assumptions, we currently estimate that the funds available to be distributed to the shareholders in connection with the liquidating distribution will be approximately $9,884,500, or $0.125 per share, to be distributed to the holders of our common stock. The number of shares used to calculate this per share amount is 77,746,368.

Shareholders are cautioned that the actual amounts to be distributed to our shareholders are likely to vary from the estimates provided above.

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