Here is that version...using a simplified example of an extreme to see how the math works.
Underwriter U buys 1,000,000 shares of offering stock from company C for $1 million.
Company C turns around and acquires Company A for $1 million
Company A turns around and buys 1,000,000 shares of Company C from Underwriter U.
How much “extra” money does Company C have in its bank from this transaction?
Zero.
All they did, in effect was acquire company A for 1,000,000 shares of Company C stock.
Company C DOESN’T own Company A AND have an extra $1 million in the bank.
All Rory did was, in effect, buy a portion of SC with $4 million worth of stock in the offering.