I will say this, the filings we've seen so far say

I will say this, the filings we've seen so far say that sound concepts will be paid $10 mill worth of shares and 15 mil in cash. Rather they have the right to receive that amount. What's not final is when they will receive it and what the offering price will be.

Rory is not showing his hand. Something unconventional seems to be happening here. Rory's words seem to contradict the way most of us would expect this to unfold, in a good way.

So, it's very possible that much of the offering is used for working capital and SC will be guaranteed cash at some point in the future. Which makes a lot of sense because if they spent the whole offering on SC, they would then need to turn right around and raise more money for working capital. Furthermore, they will likely close the merger, then base the offering price on the combined company.

In short, your getting what you want and SC is getting some guaranteed money. My opinion of course.