If I understand you correctly, Assiduous, what you
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Posted On: 03/23/2021 10:46:03 AM
If I understand you correctly, Assiduous, what you're saying is there will be lets say 20 million NGIO shares from a new NGIO treasury while GNBT holds the 65 million as an asset and current dividend holders hold the remaining 35 million (numbers are simple approximations)? That makes my head spin a little - why would GNBT allow a dilution of NGIO's value without receiving compensation for that? Isn't that giving away a portion of the company for nothing? As a partial owner of NGIO through my dividend, it sure feels that way!
I duck duck go'ed the question (I no longer use google, but it sure is harder to say "I duck duck go'ed it" rather than "I googled it"!) and found this.
https://corpgov.law.harvard.edu/2015/01/03/us...apitalize/
The three relevant discussions appear to be the sections about IPOs, sponsored spinoffs and partial spinoffs. It seems to me that GNBT has described a "primary offering" since there will be NGIO shares when the market starts. It also has described holding the voting rights through "super voting shares" to avoid a tax issue. Under that situation, GNBT would then distribute its 65 million remaining NGIO shares to GNBT shareholders, according to the first paragraph in the IPO section.
The sponsored spinoff might also apply - some financial entity(ies) might solely purchase NGIO "because it (parent company) sells a portion of its subsidiary stock directly to the sponsor". I thought this sounded like what Joe had mentioned - a portion of the 65 million shares would be "sold" to an investor(s), raising capital for GNBT.
However, the partial spinout section also describes an understanding of what GNBT planned to do; weren't they going to hold greater than 51% of NGIO shares to control NGIO prior to the super voting share reduction? Isn't that counter to the IPO descriptions above?
Guess I will just have to wait and see how the whole thing is structured to get a definitive answer here. I'm pretty sure Joe is looking out for GNBT shareholders first, with NGIO shareholders as a strong but secondary consideration.
At least I hope that is what is happening. I will be very disappointed if even a portion of the NGIO IPO money goes to NGIO without some equitable contribution back to GNBT, since GNBT/dividend shareholders are the 100% owner of NGIO today. Otherwise, why would I (and many of you) have invested in GNBT knowing that the plan was to "give away" a portion of the technology that they developed?
I duck duck go'ed the question (I no longer use google, but it sure is harder to say "I duck duck go'ed it" rather than "I googled it"!) and found this.
https://corpgov.law.harvard.edu/2015/01/03/us...apitalize/
The three relevant discussions appear to be the sections about IPOs, sponsored spinoffs and partial spinoffs. It seems to me that GNBT has described a "primary offering" since there will be NGIO shares when the market starts. It also has described holding the voting rights through "super voting shares" to avoid a tax issue. Under that situation, GNBT would then distribute its 65 million remaining NGIO shares to GNBT shareholders, according to the first paragraph in the IPO section.
The sponsored spinoff might also apply - some financial entity(ies) might solely purchase NGIO "because it (parent company) sells a portion of its subsidiary stock directly to the sponsor". I thought this sounded like what Joe had mentioned - a portion of the 65 million shares would be "sold" to an investor(s), raising capital for GNBT.
However, the partial spinout section also describes an understanding of what GNBT planned to do; weren't they going to hold greater than 51% of NGIO shares to control NGIO prior to the super voting share reduction? Isn't that counter to the IPO descriptions above?
Guess I will just have to wait and see how the whole thing is structured to get a definitive answer here. I'm pretty sure Joe is looking out for GNBT shareholders first, with NGIO shareholders as a strong but secondary consideration.
At least I hope that is what is happening. I will be very disappointed if even a portion of the NGIO IPO money goes to NGIO without some equitable contribution back to GNBT, since GNBT/dividend shareholders are the 100% owner of NGIO today. Otherwise, why would I (and many of you) have invested in GNBT knowing that the plan was to "give away" a portion of the technology that they developed?
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