from conversation with David Sasso midday Monday
This deal, unlike former negotiations, which were non-binding, secures TNSX interests as well as the initial $200K payment. Deal closure is dependent on the ensuing proxy details more than any information the buyers need. Their audit has been completed.
"An additional payment of up to U.S. $1.25 million is possible subject to the company reaching certain performance levels during 2008, bringing the total potential value of the transaction to U.S. $9.5 million"
: This milestone requires no growth, but the retention of Banco Bradesco and Golden Cross as clients so that the current revenue base doesn't erode.
Cornell Capital:
has been contacted today.
The SB-2, never declared effective, was characterized earlier as a floorless convert. But it has covenenants restricting Cornell to 4.99% ownership, so that they will never be able to have billions of shares.
Cornell's previous converts have all been restructured, and we can expect this one to be also.
The transaction is expected to close within 30 days and is subject to approval of Transax shareholders:
A formality. Well over 50% of the outstanding are in closely held hands that will approve the transaction.
I did not get a firm figure for TNSX monthly x-Brazil expenses. To determine the actual cash accrual of the deal to the company, you'd have to determine those costs over 24 months and deduct them from the $480K + $600K + $200K
It appears that TNSX,post deal closing, becomes a shell with a monthly income far exceeding incidental rent, public filing expenses, office & executive salaries. They will have to decide how to redeploy their healthcare payment solutions for penetrating new markets.
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