According to the last 10-Q filing, IVA has 8,566,542 shares. With the recently announced merger, which will only increase their share count by 500k, they will have outstanding shares of 9,066,542. Additionally, the merged company will be profitable. Per the Stock Purchase Agreement PR "In the same year, Starlight generated over $2,600,000 in top line revenue and had a net profit of $428,000." IVA only lost 190k this quarter. With the acquisition, they are profitable! And on top of it, they are sitting on around $3 million cash on their balance sheet (cash of .33, significantly higher than the current stock price). Nice to see the stock buyback plan announced today. Should definitely provide a cushion below. I am looking for a strong move tomorrow, perhaps to the .35-.40 range.
Per the 8-k filing on May 29th: http://biz.yahoo.com/e/080530/iva8-k.html (a)(1) On May 27, 2008 ValueRich, Inc. (the "Company")entered into a Stock Purchase Agreement with Starlight Investments, LLC and Bryan Emerson ("Starlight") pursuant to which the Company will acquire all of the outstanding membership interests of Starlight for $200,000 in cash and 500,000 shares of the common stock of the Company. The sale will result in Starlight becoming a wholly owned subsidiary of the Company.
The transaction has been approved by the board of directors of the Company. Closing is subject to regulatory approvals, which include approval of FINRA and AMEX, and other customary closing conditions.
The Company and Starlight have made customary representations, warranties and covenants. These include Starlight's agreement to adhere to certain non-compete obligations following closing and customary indemnification provisions.
The foregoing description of the Stock Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Stock Purchase Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
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