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jdes

08/11/23 9:35 AM

#14381 RE: stervc #14380

Thanks for the rundown Sterv. Not sure if I follow it 100% but it looks good, even though I'm always skeptical when it come to RS's. Any clue of a timeline when it comes to NASDAQ? I know that's probably hard to predict but it seems like you have tons of experience in this area. Thanks again.
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waterpro42

08/11/23 9:55 AM

#14384 RE: stervc #14380

Thanks for your insight Stervc!
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chessman

08/11/23 10:16 AM

#14386 RE: stervc #14380

Very much appreciate your research and calculations!
Bullish
Bullish
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exisnet

08/11/23 12:50 PM

#14387 RE: stervc #14380

Good calculations stervc, no doubt in the ballpark.
Step-by-step:

Under the Merger Agreement, the stockholders of ABM will receive a number of shares of SGII common stock based on an exchange ratio (the “Exchange Ratio”), the numerator of which is equal to the number of shares of SGII common stock equal to the quotient of (i) (A) $160,000,000, plus (B) Closing Date Cash, minus (C) the Closing Date Indebtedness, plus (D) the aggregate exercise price of all Company Warrants (excluding any Company Warrants that will terminate by their terms upon the Effective Time), divided by (ii) $10.00, and the denominator of which is equal to the number of outstanding shares of ABM, including Company Convertible Note Conversion Shares (all capitalized terms in the Exchange Ratio as defined in the Merger Agreement).

SGII 10Q
BLTH 8K
BLTH 8K

(A) Numerator: 120M lowered
(B) Closing Cash: $44.9M
(C) Indebtedness: $8.7M
(D) Warrants: $915K (Not Sure correct value)
Denominator: 11,006,368

120 + 44.9 = 164.9
164.9 - 8.7 = 156.2
156.2 + .915 = 157.1
157.1 / 10 = 15.71

15,710,000 / 11,006,368 = 1.427 Ratio

Just a ballpark estimate with missing figures
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stealofadeal

08/11/23 2:59 PM

#14388 RE: stervc #14380

BLTH This is exactly how its going to be. This will be bank for all.