Frequency Holdings Inc (FRQN)

[mrrickjordan]

This is complex so I’ll explain it conceptually.

The preferred percentages (87.5 / 10 / 2.5) are based on fully diluted ownership math... not today’s outstanding common.

That math uses a “grossed-up” pool as if everything were common. It's how original ownership before going public is preserved without requiring an immediate reverse split.

Simple conceptual example... a private investor who owned 2% of the company before it went public now owns 2% of the Series C bucket (which represents 87.5% of the company). On a fully diluted, all at once theoretical basis, that might equate to ~300M common shares at today’s share count... but that number describes economic ownership, not what can be converted or sold.

In reality conversion is capped at 9.99% and is always optional.

THIS PART IS IMPORTANT----- Converting at sub-penny prices (pre RS) makes no economic sense for them! If there were a RS to happen that number goes even higher to make sense to convert, like into the dollars.

Series C holders are not here to convert into the market... they only make money at a real liquidity event. At current OS (2B+), the company would need to be at least a liquid $3M+ market cap just for them to break even on their original investment.