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Saturday, December 05, 2020 9:08:58 AM
To elaborate on your post, some additional thoughts on acquisition structuring (I was an investment banker in a former life, and advise small companies in the areas of finance and operations in my current life).
1. Typically, companies like TDS (size, growth, capital resources) will issue convertible preferred in transactions. The preferred converts at a later date and presumably with the common trading at a higher valuation/price (ie. effectively issuing an out-of-the-money call option to the target) to minimize dilution. In the process, the float will remain small until the preferred converts AND the shares are registered. We're typically talking at least 6 months, but oftentimes it can take a year or more for shareholders in the target to convert.
2. There's usually an earnout provision in deals for early-stage companies to minimize risk for the acquirer. This also reduces the upfront consideration and usually minimizes dilution to some degree.
3. Share structure and uplist. It's in TDS' best interest to maintain a share structure that "organically" allows the share price to reach uplist levels. I know others have made this point, but thought I'd re-iterate to emphasize the point.
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