SKF 0.00% 16.0¢ skyfii ltd

11.5 Earn Out Shares The Vendors will be entitled to an earn out...

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  1. 626 Posts.
    11.5 Earn Out Shares
    The Vendors will be entitled to an earn out (capped at $16,500,000) based on the revenue of the Company during the 2016 calendar year (Earn Out Amount). The Earn Out Amount will be payable by the Company by issuing that number of Earn Out Shares equal to the Earn Out Amount. Each of the Earn Out Shares will be issued at an issue price of $0.20. Under the Acquisition Agreements, the Earn Out Amount is calculated as follows:



    Earn-Out Amount = A - $13,500,000

    where:
    A is the lesser of:
    i. R multiplied by three;and
    ii. $30,000,000.


    R is the sum of:
    iii. the combined gross revenue of the Company and its Associates for the half year ending 31 December 2016 as set out in the Company’s 2017 Half Year Accounts; and
    iv. the combined gross revenue of the Company and its Associates for the half year ending 30 June 2016 derived from the records and accounts that form the basis of the audited statutory accounts of the Company for the period ending 30 June 2016.


    The Earn Out Amount will become payable on the day immediately following the date the Company lodges its 2017 half yearly accounts with ASIC. The Company has received a waiver of ASX Listing Rule 7.3.2 to enable it to issue the Earn Out Shares not later than 31 March 2017, being outside the stipulated 3 month period permitted under ASX Listing Rule 7.3.2.

    Screen Shot 2015-08-19 at 9.01.43 am.png

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    So there seems to be a mistake in the presentation equation, with the omission of the -13,500,000

    So:
    $4 mil revenue -> no earn out shares
    $6 mil revenue -> 22,500,000 earn-out shares at $0.20
    $8 mil revenue -> 52,500,000 earn-out shares at $0.20
    $10 mil revenue -> 82,500,000 earn-out shares at $0.20
    $12 mil revenue -> 82,500,000 earn-out shares at $0.20
 
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