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Sunday, October 24, 2010 12:38:43 PM
Yes, you need more DD because also complicating matters, they are offering current shareholders of BEHL a “dividend” of shares in BNPD. The “dividend” is in a ratio of 10 to 1, that is 10 BEHL shares gets you 1 share of BNPD. So what you have here is not a true merger but an actual ACQUISITION. Effectively BNPD gets all assets and then he transfers the current holders over to BNPD and a tenth of their current holdings. It is truly a slick RS without the merger aspect.
The issues currently plaguing this are the following:
Both PPS continue to decline a rapid rates, so they transfer of equity is brutal, you are not even getting a true RS in effect of equity, you are really losing 50% of that equity with current PPS.
The share structures are now linked if this deal goes through, so last weeks awesome 500M shares added to the BEHL AS in which we know 200M have already been sold has effectively risen the share structure in BNPD by 20M at a minimum and if they sell all of the shares a possible total 50M all together could be added to BNPDs OS.
Add another round of dilution here which many think will occur, and you are looking at a possible 100M shares added before they do one bit of business in the new shell.
The BEHL shell will remain public, but I figure at that point it will be trading dead, and then RSed and sold to a new entity in the future.
Conveniently the Chairman of the board of BEHL is also the Chairman of BNPD, the President of BEHL is also the CEO of BNPD, and a whole cast of people that seem to have the last name of people that work in BEHL are in positions at BNPD. Coincidence? I think not.
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