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Message: Re: Updated Share Price Model

opc
Jan 03, 2013 06:01PM

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Jan 03, 2013 06:32PM
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Jan 16, 2013 04:54PM
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Jan 16, 2013 05:06PM

Jan 16, 2013 06:19PM

Here is my assessment of the expected number of shares based on what we already know and taking into account the entire capital structure of the company as of November 2012

We are currently up to 285,767,463 shares outstanding. 199,767,463 previously issued plus 86,000,000 issued on 10/23/2012. The issuance on 10/23/2012 was over subscribed at 46 million to the public, not 40 million.

I would also add the 3,002,778 shares issuable in connection with the 7/23/12 securities action settlement, but not the additional 1,000,000 shares if the share price is below $1 at settlement.

I think it would be safe to add the shares from the exercise of all of the warrants; an additional 86,062,500 shares. If the company is successful, all warrants will get exercised. If the share price is not high enough for the October 30, 2013 warrants to get exercised at $2.60, then the company will have to go to the capital markets for financing and the terms will surely be worse than the exercise would provide.

There were 3,782,122 unsettled restricted shares which will likely settle if the company is successful.

There are also 18,662,846 company options with an average strike of $3.47. Since I don't know the breakdown of all the strikes, it is hard to know how many will get exercised, but for safety, I would assume that they all get exercised

The 8/15/2015 convertible debt has a conversion price of $6.80, so if the company is successful, then by 2015 the share price should be above $6.8, so I assume conversion will happen.

I would not count the 12/15/2013 convertibles since the conversion price is so high, nor would I count the restricted shares that are available but not yet granted.

From Shares Running Total
Outstanding 285,767,463 285,767,463
Other: from securities action 3,002,778 288,770,241
Warrants 86,062,500 374,832,741
Restricted Stock 3,782,122 378,614,863
Company Options 18,662,846 397,277,709
8/15/2015 Convertible Debt 14,708,590 411,986,299

So, by my count, we are up to about 412 million shares.

Here are the details:

Convertible Debt
Maturity Date Principal Coupon Conversion Price Total Shares if Converted
12/15/2013 115,000,000 3.75% 22.47 5,117,523 Up to 1,484,064 additional shares issuable make-whole premium
8/15/2015 100,000,000 5.75% 6.80 14,708,590 Up to 2,041820 additional shares issuable make-whole premium
Total 215,000,000 19,826,113
Mann Group LOC
Maturity Date Principal Owed Unused Principal Total Credit Line As of Date
7/1/2013 ????? 120,000,000 ????? 9/30/2012
Warrants
Expiration Date Quantity Strike Price Shares Per Warrant Total Shares if Exercised Total Proceeds if Exercised
2/8/2016 35,937,500 2.40 0.60 21,562,500 51,750,000
10/30/2013 46,000,000 2.60 0.75 34,500,000 89,700,000
10/30/2013 40,000,000 2.60 0.75 30,000,000 78,000,000
Total 121,937,500 86,062,500 219,450,000
Shares Outstanding
Date Shares Issue Price Proceeds
As of 9/30/2012 199,767,463
10/23/2012 46,000,000 2.00 92,000,000
10/23/2012 40,000,000 2.69 107,400,000
Total 285,767,463
Stock Options
Weighted Average Strike Price Total Shares if Exercised Total Proceeds if Exercised
As of Oct 2012 3.47 18,662,846 64,760,076
Restricted Stock Units
Total Shares upon settlement
As of Oct 2012 3,782,122
Other Stock
Date Shares
As of Oct 2012 9,338,040 shares available for future grant under 2004 equity incentive paln and option plan
As of Oct 2012 3,002,778 shares issuable in connection with 7/23/12 securities action settlement
As of Oct 2012 1,000,000 shares issuable in connection with 7/23/12 securities action settlement if share pr <1.00 at settlement
Total 13,340,818

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