You actually don't have to agree, it's a fact.
nFusz is acquiring Sound Concepts. Some are misunderstanding this critical point.
On the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the
Merger (the “Effective Time”), each share of SoundConcepts’capital stock issued and outstanding immediately prior to the Effective Time (the “Sound Concepts CapitalStock”) will be cancelled and converted into
the right to receive a proportionate share of $25,000,000 of value (the “Closing Merger Consideration”), to b payable through a combination of a cash payment by us of $15,000,000 (the “Acquisition Cash
Payment”) and the issuance of shares of our common stock (the “Common Stock”) with a fair market value of $10,000,000 (the “Acquisition Stock”).
The Closing Merger Consideration is not subject to any closing working capital adjustment or post-closing working capital adjustment.
It's clear to me.
What hasn't been set or at least announced is the share price they are looking at for uplist.
Some are thinking they "need" to raise the $25 mil. Rory has not said they will be needing to go out and raise it.
It is my "opinion" the $25 mil is locked and ready for when they need it.
If you listen to Rory's interview or listen to it more closely, he speaks that it is all but done. Of course, anything can happen, but he speaks of uplist in February, not he hopes. He said no road show. He also says "we are a NASDAQ company.".
He refers to being on the OTC almost in the past tense.
Once they announce the pricing of the share price for uplist then we will know how many shares will be used.
Rory has mentioned on more than 1 occasion, "acquisitions", people focus a lot on what he says today and totally lose sight of Rory's long term game.
Another acquisition is on the horizon. I believe there already have been talks and he is waiting for 1) the deal with SC to be finalized and 2) maybe waiting for post uplist or more my belief 3) will announce pre-uplist to even sweeten the uplist share price.
The S1A will tell us more, but the plan has been laid out for months now.