The new Homeland Forensics, Inc. spin-out is expected to have authorized shares equal to the parent (100,000,000) but the dividend ratio will be one share of Homeland Forensics for every two shares of ADIA.
My 5,000,000 Common shares of ADIA will entitle me to 2,500,000 shares of Homeland Forensics. Only the holders of ADIA stock will receive shares of Homeland Forensics initially, and I have no plans to issue additional shares or warrants to anyone other than to the new investors who provide capital directly after the spin-out is complete and to the new employees who are hired to rebuild the security and forensics business from our PivX Solutions legacy starting point.
Public Startup Company, Inc. may become a second spin-out of ADIA if the IRS and FINRA rules require this. We have revenue already, and that may make it impossible for Public Startup to be deemed a spin-out of a new corporation that was formed after Public Startup has already entered the operating stage. These details are being sorted presently.
Even if we end up with two spin-outs rather than one, Public Startup Company, Inc. will still be an operating subsidiary of Homeland Forensics, Inc. since it is not necessary for a subsidiary to be wholly-owned in order to be a subsidiary. It's okay with me for the two companies to have a common starting point of shareholders but to diverge in ownership and control from that shared starting point. This may seem complicated, but it is not because these are routine organizational, management and corporate governance issues.
Considering that I have already worked on all of this for seven and a half years, since June of 2006, it should be clear by now that this WILL be accomplished but that it must be carried out at an economic pace and that the pace has only been constrained by lack of access to capital. With ADIA on a firm footing, finally, and with the new JOBS Act rules going into effect later this year, and the final revised Rule 506(c) also going into effect soon to allow general solicitation and general advertising without the kind of regulatory intrusion and unreasonable interference or threats of imprisonment that we've seen in practice from the SEC during the last few months, there is no doubt in my mind that the regulatory environment and our business circumstances that were interfering with capital formation from 2006 to 2013 have been overcome.
It is now only a matter of time before substantial capital is located for the security, forensics, crowdfunding and other forensic social media and public cloud computing business opportunities that the team from PivX started, and that I joined by selling my forensics business to PivX, so many years ago... As a reminder of the history here:
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