InvestorsHub Logo
Followers 3
Posts 426
Boards Moderated 0
Alias Born 06/27/2012

Re: None

Tuesday, 10/02/2012 2:46:38 AM

Tuesday, October 02, 2012 2:46:38 AM

Post# of 20441
D, the other wild card is Ironridge. In that filing it gives a formula for calculating the "final amount". My rough calculations are below.


"On October 13, 2011, ANTs software inc. (“ANTs” or the “Company”) issued seventeen million, six hundred and four thousand and fifty two (17,604,052) shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”) to Ironridge Global Technology, a division of Ironridge Global IV, Ltd. (“Ironridge”) in reliance on the private placement exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 3(a)(10) thereof.

The shares issued to Ironridge were issued pursuant to a Stipulation for Settlement of Claims (the “Stipulation”) filed by the Company and Ironridge in the Superior Court for the State of California, County of Los Angeles (Case No. BC469712) on October 12, 2011 in settlement of claims purchased by Ironridge from certain creditors of the Company in the aggregate amount equal to $741,836.12 (the “Claim Amount”), plus interest, attorneys fees and costs. Pursuant to the Stipulation, the Company was required to issue and deliver 17,604,052 shares of Common Stock (the “Initial Issuance”), including 1,604,052 shares of Common Stock held by Ironridge that were delivered on July 20, 2011 and previously reported on the Company’s Current Report on Form 8-K, filed on August 2, 2011. Ironridge will ultimately be entitled to retain a number of shares of Common Stock (the “Final Amount”) that is equal to (a) 1,500,000 shares of Common Stock, plus (b) that number of shares of Common Stock with an aggregate value equal to (i) the sum of the Claim Amount plus a transaction fee of $37,092 and reasonable attorneys fees, (ii) divided by seventy percent (70%) of the volume weighted average price (“VWAP”) as reported by Bloomberg over a period of time beginning on the date on which Ironridge receives the Initial Issuance and ending on the date on which the aggregate trading volume of the Company’s common stock exceeds $3,100,000.00 (such period being the “Calculation Period”). For every million shares that trade during the Calculation Period, or if any time during the Calculation Period a daily VWAP is below 80% of the closing price of the Company’s Common Stock on the day before the date of the Initial Issuance, Ironridge has the right to cause the Company to immediately issue to Ironridge additional shares of Common Stock (each, an “Additional Issuance”) (provided, however, that at no time may Ironridge and its affiliates collectively own more than 4.99% of the total number of shares of Common Stock outstanding). At the end of the Calculation Period, (a) if the sum of the Initial Issuance and any Additional Issuance is less than the Final Amount, the Company shall immediately issue additional shares to Ironridge so that the total issuance is equal to the Final Amount and (b) if the sum of the Initial Issuance and any Additional Issuance is greater than the Final Amount, Ironridge will return any remaining shares to the Company for cancellation."

Using numbers loosely, let's say the claim amount, transaction fee, and reasonable attorney fees was 800,000 dollars. Let's set the 70% of VWAP at 2 cents. If i remember right this was close. It was never publically disclosed, and I didn't try to keep close tabs on it. That gives the final amount of 40 million plus 1.5 million. Now the key is 4.99% at any one time. So Ironridge starts selling the shares during that window being careful, because they don't know if a buyout or other news could come along(it didn't and you can bet these guys did their homework) and catch them by surprise(drastically altering the VWAP). It was even possible, by selling all they were initially given and asking for more, to increase the 4.99 % number(OS goes up). After all, if the VWAP stays at 2 cents, they're allowed to sell 41.5 million or sell part and hold no more than 4.99%. So it's almost assured that these transactions of Ironridge added to the float. How much is any bodies guess. We know they added to the OS.

Join the InvestorsHub Community

Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.