Mar. 21 at 10:17 PM
$SLS For those who are talking about dilution:
If the ATM is fully utilized, that's a different scenario entirely. But if a buyout happens — say, Monday and the ATM hasn't been tapped, there's no dilution. You simply cannot factor in potential ATM shares into the buyout price if none were actually issued.
BP aren't naive, so the moment a deal is signed, they'll include a covenant preventing any ATM issuance between signing and closing. That's standard M&A practice.
If the ATM was tapped before the announcement, those shares are already in the count and will dilute the per-share buyout price. Timing matters.
Do not assume, ATM will take effect starting Monday.
Bottom line: an untapped ATM is essentially invisible in a buyout. What does count on a fully diluted basis are existing warrants, stock options, RSUs, and convertible notes, those are always in the negotiation regardless of whether the ATM was ever touched.