Blum you must have missed my reply! Again here is the value of Starfish assets to Inprise:
2,889,388 * (3.50 + .06 * 50) = $18,781,022 (see below for more
accurate calculations - the number's may be even higher! But I have no idea of the carrying value on Inprise's balance sheet so that's why I just winged it originally.)
(Inprise holds 2,889,388 shares and for each class A share the company
will get 3.50 in cash (minus 0.55 withheld) + .0661 shares of Motorola
stock (minus .0104 witheld). 50 is the rough Motorola price I could not be bothered with the details and rounding etc. $18 million is close enough.)
and did I mention how I got such precise numbers. No I must have forgotten. It was not an insider, a friend, a talking dog or a
drugged Motorola informant or any such secretive organic being. It was my old pal - Mr. Edgar <wink>:
www4.edgar-online.com
Luckily for us Blum's source must have been boozed up and for Blum's
bold estimate of $750,000 to $1,000,000 with an absolute tops of $2,000,000 , what can I say but we are all human and even the
worst analysts among us, who even though they understand the "synergy" of the deal will continue to make mistakes over and over and over and over and over and over again <g>.
SEE YA! WOULDN"T WANT TO BE YA!
Shane (main point was that INPR would not be buying so many shares
unless they had a free gift of several million. 18 million qualifies
as such a gift!)
Notes:
At the Effective Time, each share of Starfish Common Stock and Starfish Series A Preferred Stock that is issued and outstanding prior thereto (except for Dissenting Shares, if any) will be converted into the right to receive (i)$3.50 in cash ($.55 of which is conditional and will be withheld to secure certain indemnification obligations) and (ii) .0661 (as calculated below, the "Common and Series A Exchange Ratio") shares of Motorola Common Stock (.0104 shares of which are conditional and will be withheld to secure certain indemnification obligations)
As of June 30, 1998, directors and executive officers of Starfish and their affiliates may be deemed to be beneficial owners of approximately 82% of the outstanding shares of Starfish Stock.
Therefore since Kahn owns the majority of shares one would
hope that at the effective date which was yesterday the merger was
approved.
As of June 30, 1998, and assuming that the outstanding warrant to acquire Starfish Common Stock is exercised and that all Starfish Preferred Stock is converted into Starfish Common Stock, there were 31,986,517 shares of Starfish Common Stock outstanding and options to acquire approximately 4,700,000 shares of Starfish Common Stock outstanding.
Effective Time: Sept. 23, 1998
MOT Closing Price: 48 1/8
Beneficial Owner of Interest to us:
Inprise - 2,889,388 shares 9.03% of [outstanding incl. warrants]
So Inprise gets: $8,523,694.60 in cash,
and: 160,938.91 shares of Motorola Common Stock (worth: $7,745,185.12)
each payable upon receipt by the Exchange Agent of the certificate(s) representing the Starfish Common Stock or Starfish Series A Preferred Stock and the other requisite documents,
PLUS:
(ii) up to (a) $1,589,163.40 in cash
and: 30,049.64 shares of Motorola Common Stock (worth: $1,446,138.69)
each conditionally payable, subject to the indemnification obligations specified in the Merger Agreement, at the times indicated in the Merger Agreement.
Total Value: 3,035,302.09 + 16,268,879.72 (this part is available now if the MOT shares were sold immediately) =
$1 9 , 3 0 4 , 1 8 1 . 8 1
(assumes MOT price as of effective date of Sept. 23, 1998 and assumes
indemnification obligations will be met)
Case closed!
(mid 30s in 2001) |
