Open-Cap-Table-Coalition / ocx

Open Cap eXcel (OCX) - Convert Open Cap Format (OCF) packages into a standardized Excel format.
https://opencaptablecoalition.com
Apache License 2.0
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How do we choose one target stock class for warrant conversion? #28

Closed pjohnmeyer closed 1 year ago

pjohnmeyer commented 1 year ago

⚠️ Note any Warrants implementation in OCX is dependent on the resolution of https://github.com/Open-Cap-Table-Coalition/Open-Cap-Format-OCF/pull/410

In v0.4 of the reference Stakeholder Snapshot sheet, the "Stock Warrants" columns look like this:

image

However, a single issuance can be linked to multiple stock classes because Warrant Issuances have multiple possible conversion rights.

In a previous call we determined an algorithm for Preferred->Common, which I documented and elaborated on in #22. It makes sense to me that we would use the same algorithm for consistency, but I wanted to ask the question rather than assume.

dbierut commented 1 year ago

It makes sense to me that warrants would follow the same conversion approach/algorithm for the Preferred -> Common, such that the underlying shares could be reflected in the total FD column when known.

I think the added wrinkle is that warrants may also need an 'unspecified' conversion option, to cover the cases where the warrants are exercisable for a series of stock and/or at a price still TBD (and I think we do have that as a line item in OCX v0.5 Convertible Securities table).

JSv4 commented 1 year ago

To the extent the warrant exercise amount is calculable, we'd take the same approach as we did in #22. Where the number of exercisable shares is not known or is an estimate (e.g. a max), you'd have to have some kind of footnote noting this (or, as @dbierut pointed out, not where the warrants with "unspecified" conversion amounts).

pjohnmeyer commented 1 year ago

@daviidy I think in this case we can update https://github.com/captable/ocx/issues/31 with this info and close out this question. Agreed?

daviidy commented 1 year ago

31

I agree